Not Sick
by Ser Serendipity
Summary: In one world, after defeating his brother, Itachi Uchiha dropped dead, victim of a mysterious disease, and the future of the ninja world was set for the worse. However, in another, Itachi was not sick. From this small difference, many changes will spring, and many plans will be overturned. The path of the last of the Uchiha, and the world itself, will be altered forever.
1. Reality

Not Sick Chapter 1

All as Planned

It should be noted that there are a number of ways to enter room. Some designed to fill you with awe, to make you stand up and take notice. Others are methods to make you cower in fear, to back away and keep your distance. It would be near impossible to list them all, but while the number might seem endless there are three that are the most memorable and easily categorized.

The first - and consequently most common method - is to enter the room as if you don't have a care in the world, though those who choose this route are often the people who care most. It requires taking on liquid like movement, a smooth boneless stroll that allows a slow sliding entrance into the room. Hands in pockets, head held low, shoulders slumped - they make for an unnoticeable picture. Their feet seem to wander aimlessly, but always manage to end up where their owner intends to be. It's a walk that the casual observer dismisses without second thought. Though the savvier watcher is instantly wary, on guard. No one walks with _that_ much carelessness unless they mean to. It's a carelessness that hides a truth.

The casual watchers are often correct in their assumption. The cause of such behavior is usually something as harmless as being self-consciousness about their choice in clothing. That being said, it's only the savvier watcher that will catch the exceptions, and it's the exceptions that are most dangerous.

Another method, one that contrasts sharply with the first, is the dynamic entry. This kind of entrance strongly favored by the _brighter_ people. The social butterflies. By those who seek to make it very clear that they _own_ the room they've walked into. They'll burst in, the air around them crackling with excess energy - and with every movement they make they _announce_ themselves. Maybe they call out to a friend or even a person they've never met before, though such a call is often times much more along the lines of a battle cry. A yell of greeting that declares presence. And they immediately sweep any prior conversation or interaction under the carpet to be forgotten and ignored, directing all attention to themselves. It's an art that creates an atmosphere for those easily caught up in the storm - to bask in.

In short, they're obvious, loud and attention grabbing. And unfortunately, this occasionally ties in with rude behavior.

But only occasionally.

The least common - and least welcome by those in the room - entrance is one in which someone stalks into a room. Casting glares about, just daring anyone who glances at them to try something, try anything, because they're the people filled with anger. The kind of people spoiling for a fight. They need to let out that niggling mixture of rage and despair that hides their deep-set fear. A mixture of emotions that have been weighing down on their soul, and they can't think of a better way to do that than ruining someone's day. Making them feel just as bad as they do. They walk in long strides, eating up the ground, stomping like gravity has tripled its influence over their soles. It's a scene not to be missed. A sight to behold.

And then you'll feel it, as they enter the room - a palpable stink of petty anger and malice surrounding them. Swirling about like a hurricane waiting to take it's next victim. It permeates the air and thickening it with pressure. It prompts everyone to do their best to just look away, to make it someone else's problem.

A bystander effect if ever there were one.

Sasuke Uchiha is well known to be a genius. Given that, it shouldn't be surprising that he managed to pull off all three at the same time.

When he walked into the bunker that day, his stride screamed of purpose. There wasn't doubt in a single observers mind what he had come there for that day. His presence was overpower. It filled every corner of the room, driving away all ambiguity. It was odd then that though his stride was purposeful, it also held that looseness that denoted a careless lethality. His arms hung freely at his sides, and his cloak swirled around him. Every step was chosen with great care as he stalked across the room. He was fluidity in motion, like water sliding down a frosted pane. His forehead, wrapped in bandages, was unwrinkled, his face showing little. He walked with grace a swan would be proud of.

And though he didn't throw glares about, kept his gaze fixed dead ahead, onyx eyes betraying nothing, the air around him was unnaturally still like the calm before the storm. Beneath his cloak his shoulders were tensed like steel cable, wound tight like spring ready to jump into action at the drop of a hat. And his intent practically steamed into the air. It wasn't anger that leaked from him, nor was it malice.

It was a sense of pure death.

The sound of a knife sliding between vertebrae and the muffled puff of a final breath and the heat of a crematorium and the chill of hell all bundled into a package of distilled hate.

The entrance was quite simply - impressive.

It was rather unfortunate then for Sasuke that his older brother cared little for such theatrics.

Though he would admit he was not above them himself, because while it can be acknowledged there are many ways to enter a room, there are just as many ways to present yourself to a new arrival. And they are all as subtly important to establishing power as the next.

Having the higher ground helps. Having a throne - even one plain and without ornamentation - helps even more. Itachi Uchiha had both. Of course, a throne is only as useful as how you present yourself as you sit in it. A man who cowers in his throne, who curls into its depths as others approach, only looks smaller for it. His own position, his seat of power, dwarfs him.

Itachi did not cower. Itachi had _never _cowered. The idea of shrinking from something was as alien to Itachi as the concept of trust, and he had done neither so far in his short but eventful life.

So Itachi _sprawled_ in his throne. While Sasuke's looseness was nearly betrayed by his eager tenseness, Itachi's stance screamed complete and utter ease. His feet were crossed in front of him, one hand cradled in his cloak, the other propped in the air. Fingers curled inward like a lion laying down its head. His spine was straight, flush against the back of the throne. It was a posture as natural to him as breathing.

Itachi had _never_ hunched.

For Sasuke, the worst was always his face. Sasuke, though his features were schooled, still held a kind of promise in his eyes. A miniscule frown at the edge of his mouth that only those familiar with him could detect. Itachi's, by contrast, was _empty_. There was no hint of emotion in his face. His features were perfectly maintained; a blank wall would be easier to read. The only bit of life in him was in his eyes - though dreadfully empty, there was still a glimmer of interest there… and disdain.

In short, his entire being, even in repose, carried that subtle hint; danger simmered just below the surface.

It was unfortunate for him then, that Sasuke cared as little for this presentation as his brother had. And so, for the first time in three and some years, the last surviving Uchiha stood in the same room, facing each other with little but hatred between them.

The fight began before Sasuke even realized it. Itachi had snared him with his Sharingan - the powerful doujutsu spinning rapidly - as soon as he'd entered the room. Even within the genjutsu though, Sasuke was anything but helpless. His own Sharingan was now filled with even more raw power than his genius brother, and it spun counter webs of cold chakra even as it was clouded.

What followed only took a minute of time in reality, but for the brothers, it seemed as if nearly ten had passed.

"That Sharingan…" Itachi spoke with the kind of familiarity that made the dull hate Sasuke maintained for his brother throb. "How much do you truly see with it, I wonder?"

Sasuke smirked, even as he strode forward.

"How much do I see?" he shook his head. "I see enough to see your death, Itachi."

The older brother shifted in his throne, undetectably tensing for the fight to come. His lips curled upward ever so slightly. An expression that could be mistaken for a smile.

"My death?" he said with a hint of mirth in his voice. As if he found the very idea laughable. One hand came free his cloak. "Well then, Sasuke. If it is my death you see..." He stood up, hand falling out of his cloak.

"Show it to me."

Sasuke smiled.

Faster then most thoughts could comprehend Itachi was behind Sasuke. The younger boy swung out blindly, aiming for Itachi's head. Three years had changed him greatly, though they'd not been kind enough to grant him foresight. Itachi's arm came up in an instant and stopped the strike cold, but Sasuke had been ready for that: in fact, he'd planned for it. His katana whipped over his head, aiming to bite into Itachi's shoulder and cripple his arm.

It was not to be.

Itachi's hand shot out in a blur of speed and caught Sasuke's wrist in an iron grip. Once again stopping him mid-movement.

In response, Sasuke's knee came up.

A blow aimed at his brother's groin, but Itachi caught that too. His shin rattled from the harsh impact. A kunai flipped out of Itachi's sleeve into his blocking hand, and he drove it at his brother's head, attempting to buy himself a moment to disengage.

The katana shifted, and the kunai rang off of it. Sparks shot into the air, and Sasuke glared from behind the trembling steel.

Itachi took a moment to reassess his opponent. That had been… unexpectedly skillful. Or quite lucky. Either way, alternate methods were required. So Itachi released the katana. And before Sasuke could even think about striking, Itachi's hand flashed forward and seized his brother by the back of his cloak. Dragging him forward and off balance.

Then he launched himself into the air.

Sasuke swung, a wild blow meant to deter his sibling, but Itachi ignored the fruitless action. Spinning sharply about, Itachi's heel shot out and struck Sasuke square in the face, knocking him back several meters.

The Uchiha grit his teeth even has he fell, his katana flying out of his hand, before Itachi planted another foot in his chest and _pushed_. He kicked him clean across the room, continuing the motion to execute a flawless backflip simultaneously. During which a second, seemingly negligent, kick flung Sasuke's sword into the ceiling, where it stuck fast.

Itachi flowed to the ground, his cloak settling around him once more as Sasuke hit the concrete and bounced like a sack of tossed sandbags.

Which is to say, poorly.

As Itachi watched, Sasuke rolled to his feet, settling into a familiar stance even as he skidded backwards, not all his momentum spent. His hands flashed through signs that the Sharingan had embedded in the clan-killer's memory, and internally Itachi winced. It was as if Sasuke hadn't improved at all since their last meeting.

"Chidori!"

Dancing lightning wreathed Sasuke's hands, and he raised his head, staring at Itachi while his tomoe whirled madly. Making eye contact, he yelled and broke into a dead sprint, covering ten meters in barely a moment. It was all Itachi could do, even with his unmatchable control, to keep from rolling his eyes. _This?_ This was the best Sasuke could do? His mind rolling with disappointment, he leapt into the air, handily avoiding the one-hit-kill as Sasuke blew by beneath him.

He found Sasuke waiting for him on the ceiling, his face stretching in the kind of grin that only his dead victims ever had the misfortune witness to.

Itachi's Sharingan minutely widened. _'Unexpected,' _he thought in surprise.

Sasuke's katana - abruptly regained - made a sick _shlick_ noise as it plunged into his brother's chest, shattering one of his ribs, popping a lung, piercing his heart and exiting from his back in a spray of blood, nicking his spine as it did so. Itachi gasped as his chest cavity rapidly filled with blood, and plunged back towards the ground, Sasuke atop him the whole time.

He landed with a very final thud against the cool floor.

Sasuke kept the blade lodged in Itachi's chest, unwilling to risk his brother escaping. Besides, if he removed it immediately, blood loss would take his brother prematurely… and he needed a word with him first.

"This is your last chance, brother. The last chance you'll ever have. Why did you _really_ leave me alive? The truth. Out of all the clan… why me?!" Rotten bitterness tainted Sasuke's every word.

Itachi didn't answer. Instead, he gave his brother a small, undetectable smile.

"It seems you've become… strong, Sasuke."

His hand, quavering as the life left his body, reached up towards Sasuke's face, index and middle finger extended. Sasuke's eyes widened. The motion, so familiar, and rooted in better times, startled him. He could hear Itachi, could see him now below him. The Itachi that had been a brother to live up to, an Itachi that hadn't murdered everyone important to him. But the fingers didn't touch his forehead, and the apparition didn't speak. Instead, the hand pointed to his right.

_'Foolish little brother. Look over there. I'm not what you should worry about,' _a voice echoed in his head.

Sasuke looked.

There was Itachi, seated in his throne, staring back at him.

Sasuke's head snapped back to the figure beneath him, even as the shadow clone dissolved in a puff of chakra that manifested in a swarm of red-eyed ravens, cawing and swirling about. He was left kneeling, his blade stuck into the ground, with little to show for his efforts. Looking up, he met his brother's eyes again.

The Sharingan spun, and the world spun away with it.

A katana burst from Itachi's chest, spilling blood across his lap as he lurched, the metal gleaming in the dim light of the bunker.

_'Again?'_

Though Sasuke couldn't see it, Itachi gave his little brother a bloody smile, his brilliant white teeth be-speckled with dark liquid. It was the first time he had truly smiled in three years.

_'Now that… is _much_ better_.'

Sasuke's genjutsu had been magnificent. Itachi had been wholly convinced his brother was standing before him, consumed by his hatred and unwilling to act decisively in light of Itachi's own illusion. His brother had thrown exactly what he had expected to see in his face. making him believe it entirely. He'd fallen for it… completely.

It had been a long, long time since he'd fallen prey to a genjutsu.

His smile widened as blood trickled down his chin. Sasuke, still hidden behind the throne, was speaking to him.

"I've avoided hitting any vital areas. So Itachi, tell me… WHY WAS I LEFT?!"

_'Foolish little brother. Live. Cling to your pathetic life. Fear me. HATE me. And when you have the same eyes as me, come before me.' _Itachi's own words, spoken a lifetime ago, came to him, and his mouth hardened.

Sasuke, unsatisfied with his brother's silence, pushed the blade forward a few inches. He twisted it slightly as he did.

"WHY?" He demanded.

If there wasn't a meter of very sharp steel piercing his lung, Itachi might have sighed. His brother was still far too concerned with the why. Thinking too much instead of concentrating on the now. He should have been focused on the fight.

Disappointed, though glad that Sasuke had made some progress, he dispelled the illusion.

Sasuke realized it in that instant. Before the clone had even begun to melt into crows and the chair fade away, he spun about, a chidori crackling in his hand. Except it clearly wasn't the chidori, because instead of rushing Itachi Sasuke pointed at him and a beam of lightning shot forward, straight for Itachi's face.

Itachi cocked his head to the side and lighting flashed by. It missed his face by centimeters and blew through the stone of the throne, leaving a clean hole. If it had been true lightning and not pure chakra, he would have been left with severe flash burns.

He raised an eyebrow.

"I can _see_, Itachi! This isn't the same pair of eyes I had when you humiliated three years ago!"

_The shattered wrist bones twisted together, liquid fire in his veins. It had all been useless_. _The curse mark, with which he had effortlessly crushed a sound-nin. Useless. The chidori, which had drawn blood from an invincible opponent: useless. His speed, which had kept him alive against the rage of a living desert. Useless. _

_There was a voice in his ear, a voice he dreamed about, a voice he despised with the entirety of his existence. A voice he had dedicated his life to silencing._

_A voice that wasn't even strained as it held him against the wall, grinding shattered bones and crushing his trachea. _

_"You don't have enough hate." It sounded so amused. Perhaps it was. Sasuke did his best not to understand the minds of the insane. "And you know what, Sasuke? I'm beginning to think…" It came closer. Its warm breath, the breath of a murderer, brushed his ear, and he felt as if he would vomit._

"_You never will."_

The voice was wrong, though. _Itachi_ had been wrong.

Sasuke had more than enough hate now.

He flew at his brother. An arm flashed out, and Itachi ducked. It cracked against the stone of the throne as he kicked out and took his brother in the gut. Sasuke's breath left his lungs in a single huff of air and he doubled over. But even as he curled in pain he lunged, and his forehead crashed into Itachi's face, snapping the elder brother's nose.

Itachi started, blood pouring down his face, and lashed out. A flat hand strike to his brother's solar plexus that sent Sasuke hurtling backwards into the wall with enough force to crack the toughened concrete. Sasuke slumped, momentarily insensible, and Itachi rose from his seat, straightening out his nose will an audible snap as he did so. The flow of blood stopped, and Sasuke dimly raised his head at the sound.

"Well done, Sasuke," Itachi said, stepping forward. "It would seem you've finally learned the power of hate." As he took the final step down the short flight of stairs, he gave his brother a grim look, Sharingan flashing. "But it's still not enough."

Sasuke struggled to his feet, glaring.

"Do you truly want to know why I spared you, Sasuke? Why I killed everyone else and left you alive. To suffer a miserable existence filled with hate and fear?"

Sasuke was silent. For a moment. Then he spoke.

"I know you didn't kill everyone. You couldn't have."

Itachi only stared at him in silence, an eyebrow raised in response. Sasuke answered the unspoken question.

"Even you, Itachi, couldn't have killed the entire Uchiha police force alone. When we spoke 'That Night' you said that if I awakened the Mangekyō, there would be three with its power. Which means that there is another Uchiha with the Mangekyō Sharingan. Who is it?"

Itachi had stilled once more, completely unreadable. "Is, Sasuke? Don't you mean was?"

"No. I know you didn't kill him. Which means that he must have helped you that night. And no true Uchiha, would have stood by as his family was slaughtered. So, after I kill you, I shall kill him too. So tell me, who is it?"

Itachi said nothing. Watching Sasuke with calculating eyes before giving the Uchiha equivalent of a shrug. "I suppose there's little harm in you knowing. His name… is Madara Uchiha."

Sasuke froze, his eyes wide with realization.

"_Madara_?"

"Yes. The ruler of the clan, before the days of the Hidden Leaf. He was the first to awaken the Mangekyō Sharingan. He and his brother Izuna. They killed those most important to them and gained a terrible power. When you were young he returned to the Hidden Leaf, and sought me out. He explained to me a plan he had, to purify the Uchiha, to destroy the arrogant and navel-gazing fools that the clan had become. Uchiha, he said, should not be concerned with village politics. Of gaining more influence amongst weak ninjas in a weak village. They should be trying to increase their personal power."

Sasuke choked, his throat clenching but nothing emerging. Itachi continued.

"I agreed."

Those two words dragged Sasuke back from his shock.

"But… that still doesn't answer my question, Itachi!" Sasuke yelled, starting off quietly but his voice steadily gaining in volume. "Why was I left?!"

Itachi, staring at his brother, maintaining constant eye contact, spoke in a heavy, slow voice.

"The Mangekyō Sharingan is a powerful tool… but it has a price. Once awakened, it moves steadily towards darkness. It's visual prowess fades, and in the end it becomes nothing. Sasuke, I have been using it only when necessary for merely eight years, and yet it has almost completely taken my sight."

Sasuke started at that. Itachi was nearly blind? Why would he reveal such a weakness to him?

Itachi continued.

"There is only one way to keep the Mangekyō Sharingan from complete darkness. Madara was the one to discover it, of course. He was always the first. When his sight was taken from him, he desperately sought the light, and in his madness, stole his younger brother's eyes. They gained new light in him, and he was left with a Mangekyō Sharingan that would never lose its visual prowess. And that brother, is the Eternal Mangekyō Sharingan."

A surge of chakra flew from Itachi, hitting Sasuke squarely.

Yet another genjutsu. He saw a vision, a man laid on a tatami mat as another leaned over him. A hand groped out, like a worm from a hole. And as Sasuke watched, horrified, it settled over the leaning man's face. The forefingers and thumb circled his right eye.

"Forgive me, brother."

There was a horrific squelching noise and the kneeling man began screaming. The genjutsu vanished, and Sasuke stepped back completely horrified, while Itachi watched him intently.

'That_ is the legacy of my clan?' _Sasuke thought.

"That is the legacy of our clan, foolish little brother." Itachi unknowingly echoed Sasuke's morbid thought. "Many Uchiha throughout the ages have tried to gain the infinite power of the Eternal Mangekyō, but many failed sacrifices have made it clear that it can only be attained by the sacrifice of a brother's eyes. Thus, it is the destiny of all Uchiha siblings to live with a future of hate. Of fratricide. For one will always gain unspeakable power, and leave the other with nothing but empty sockets."

"That, Sasuke, is why I let you live."

The younger Uchiha reeled. "My whole life… you let me live… told me to grow powerful because-"

Itachi's face stretched, nightmarish. An impossible parody of his normally stoicism. His mouth went up, and his eyes widened, leaving him with a hellish grin. Madness flickered in his Sharingan, the ragged pupil itself spinning with the tomoe around it.

"You are my spare, Sasuke! Yours are the eyes that will deliver me from darkness! And today I will claim what is rightfully mine!"

The world cracked, falling apart like a shattered glass pane as Sasuke fell to his knees, gasping with the shock of foreign chakra retreating from his body. The genjutsu was gone. Itachi had dismissed it.

He looked up, and in a fit of déjà vu found Itachi staring at him from his throne, having remained there for the whole of their 'fight'.

"You see now, foolish little brother. Why I have brought you here. Why I blinded you with hate."

Sasuke clenched his fists and rose to his feet, but Itachi kept talking.

"You've come here before me, alone. You have abandoned all of your friends and comrades; and you didn't even have the sense to kill them before you did. At least then, they would have empowered you. Now, you have no support. Now, there is no one who can save you. Not even yourself. Without the Mangekyō Sharingan, you stand no chance against me."

Sasuke's hands came up, reaching for the bandages wrapped around his forehead. As he slowly undid them, he spoke.

"Didn't you just say, Itachi, that the Uchiha should live to increase their personal power?"

Itachi silently nodded.

"And that is what I have done. I have become more powerful than you know, Itachi. My friendships have made me strong, I know that. I'd be an idiot not to recognize that. But severing them… cutting the bonds I made… it required much more strength to do that!"

The bandages fell to the floor, forgotten. Sasuke's Sharingan blazed.

"Now, I _don't need anyone's help_! I can kill you myself! I don't care if I'm your spare, Itachi! I don't care if the only reason you kept me alive was for my eyes! I'll show you what a mistake that was!"

"Chidori…"

Lightning crackled with the sound of a thousand chirping birds, and Itachi sighed. "This again, Sasuke? The same tricks-"

"…Nagashi!"

The lightning streamed from Sasuke's hand, flowing towards Itachi in a solid wave of electricity. The elder Uchiha leapt up and forward, flying over the bolts of deadly chakra.

Sasuke had been ready for this. A summoning scroll - wrapped around his right forearm - popped shuriken into existence between his fingers, and he sent them upwards in a hail of gleaming metal, his arms working faster than normal eyes could follow. Of course, Itachi had no normal eyes. His Sharingan whirled madly, tracking every single one of the incoming stars, their paths as clear as day to him. Ten shuriken of his own fell into his hands from a hidden sleeve within his cloak.

"Kage Shuriken no Jutsu," he murmured, and then flung the ninja stars. There was a puff of smoke, and ten shuriken became thirty times that number midflight.

Sasuke had thrown around five hundred shuriken. A mere three hundred shuriken thrown by Itachi flew down to meet them, and the air was filled with an unbelievable din as the stars clashed together, throwing sparks everywhere and ricocheting with abandon.

Not a single one struck either of the Uchiha brothers. Itachi's throw had deflected all of the shuriken that would have hit him, sending them flying away into the walls and floor of the bunker. More than once, a star struck one with then fell into another, rendering all of them useless.

"_Nii-san! Will you help me with my shuriken?" A familiar motion, an eager smile; a tap on the head, an adorable frown. "Not now, Sasuke. Maybe next time, okay?"_

Through the deafening noise that would have made a dozen ninja-tool craftsmen weep, Itachi kept coming. Falling towards his brother. His shuriken expended, Sasuke fell back, buying himself a couple meters as his hands sped through signs.

"Katon: Goukakyuu no Jutsu!"

The grand fireball roared from Sasuke's pursed mouth, incinerating any lingering shuriken and ready to engulf Itachi. The elder Uchiha grimaced, his Sharingan writhing as three tomoe morphed together into a single sickle-like shape.

"Amaterasu."

Divine flames and blood flooded from Itachi's right eye, and a whirlwind of black struck the fireball as he fell into it. The unnatural flames burned a hole straight through the heart of the conflagration, an eye in the storm, through which Itachi fell. Sasuke's eyes widened as his brother burst from the firestorm unharmed and seemingly cloaked in black fire, his fist cocked back. The Amaterasu put itself out, whipping away in an instant, and Sasuke desperately jumped back, trying to dodge to telegraphed punch.

_'Too slow.'_

He made it barely a foot before Itachi landed and struck in the same motion, hammering his fist into Sasuke's cheek. The younger Uchiha was sent airborne with the force of the blow as Itachi sunk to the ground, tiny flames licking at his cloak and metallic ashes, a reminder of the shuriken hail just moments before, settling around him. Sasuke's cloak, torn from his body by the powerful punch, fluttered to the floor in front of Itachi.

Itachi rose as Sasuke smashed to the ground.

Absently, he reached for the clasp on his cloak, about to undo it… before simply reaching down and sweeping the flames off the hem with his hands. The fire guttered itself out on the cold floor of the bunker. As it did so, Sasuke rolled into a handspring, getting back to his feet. He stood panting, his cheek already forming an impressive bruise.

Itachi turned his head fractionally, staring at him. Sasuke stared back fiercely, meeting his brother's eyes without fear. Both of their Sharingan spun lazily. Exploratory threads of chakra wove through the air before others severed them.

Ordinary genjutsu had no place in the fight anymore, Itachi saw. Sasuke was in his element now, and destroyed any attempt at an illusion before it started. And a Tsukuyomi was not necessary, at least not yet.

Itachi took a step forward. In response, Sasuke unsheathed his sword.

In the moment it took the blade to clear its scabbard, Itachi charged. One hand was forward, curled like a claw, aimed for Sasuke's face, and the other went behind his back, steadily making hand signs. He didn't want his younger sibling seeing them.

Sasuke swung, the blade not yet fully removed from its sheath, and the scabbard was flung forward, cloaked in lightning. Itachi weaved, though not enough as it tore a substantial chunk from one of his sleeves, baring his left arm. As he did, he jumped forward, his right hand sweeping down.

Sasuke met him in the middle, blocking high with his left hand and driving his katana forward with his right. It punched through Itachi's gut, spearing him. The mass-murder wavered, dissolving into a flock of crows. From out of his shadow, cast low by the dim light of the bunker, another Itachi stepped.

A kunai in hand.

Sasuke blinked. He'd never seen someone kage-conceal a _person_, much less in the shadow of _themselves_. He hadn't even bothered to track Itachi's shadow with his Sharingan. His hesitation nearly cost him his arm. Itachi thrust forward with the kunai, hoping to stab into the joint and disable the katana-wielding limb. Sasuke frantically parried with his suddenly free left hand, bringing it down and knocking the knife off course, before grabbing the hand that had held it and swinging his sword down to take it off.

Itachi dropped the kunai and kicked it as it fell, imbedding it in Sasuke's thigh. The younger Uchiha flinched, and Itachi used that opportunity to knock the sword away from him.

It was flung deeper into the bunker, far out of Sasuke's reach. Itachi moved in, his hands a blur as he did his best to pummel his bladeless brother. Sasuke defended himself, diverting or blocking most of the blows, and landed a solid punch on Itachi's gut. The elder brother fell to his knees, his breath stolen, and Sasuke brought his foot up for an axe kick. As it fell, Itachi seized it with his right hand and shot up, sending Sasuke cartwheeling backwards. As he spun, he caught a flash of Itachi weaving more hand signs. What little he saw told him all he needed to know. It was some sort of clone jutsu.

Sasuke rolled out of his cartwheel and both brothers settled, aching from their brief spar.

"Taijutsu is pointless, Sasuke. You won't be able to beat me with that," Itachi said.

"And I've neutralized your genjutsu, Itachi. Your greatest weapon is gone!" Sasuke yelled back, as he reached down and yanked the kunai from his leg. Blood spurted, before a touch of katon infused chakra sealed the wound.

"That, Sasuke, is a foolish misconception." Itachi's voice, always level, came from directly behind Sasuke. He spun, his newly acquired kunai held high, and decapitated his brother with the lightning infused edge. As the body slumped, Sasuke noticed something strange about its chakra. When it melted into a puddle of water, his suspicions were confirmed.

_'A water clone? Why not another shadow clone?'_ thought Sasuke. He turned back around to face his brother again, but the man was gone.

_'Where-' _thought Sasuke for a moment, before being cut off by his own screaming instincts. He glanced up, and found Itachi perched upside down on the ceiling, his cloak falling down around him like some obscene flower.

There was no time to dodge. The kunai came up, but Itachi fell like a meteor, kicking the small blade away and smashing Sasuke to the floor, crushing his diaphragm under a knee. His hands pinned Sasuke's to the floor, and the younger Uchiha was left helpless and wheezing, unable to move, locked beneath his brother.

Itachi bent forward, his eyes spiraling. The sickles of the Mangekyō Sharingan emerged again, and he looked deep into Sasuke's eyes, their faces nearly touching. Sasuke's vision was fill with crimson and black, and he felt faint with fear. But not so faint that he couldn't spit in his brother's face.

Itachi spoke without irritation, his voice like a blade wrapped in bandages. "Enough of this."

_"Tsukuyomi_."

_Oh god not again. Ohnonononononooooooo-_

_Blood splattered across polished wooden paneling. It would never come out, nevernevernevernever, the blood was there to stay, it would be there until his parents came back and they were never coming back because he had killed them killedthemkilledthem. In the night in their beds without warning. Out in the middle of the entrance hall their mumbled screams bouncing off the walls. He'd dragged the bodies out there for Sasuke to find vomit building in his throat. _

_He'd waited till he'd seen Sasuke coming home and then cut their throats there so the bodies would be fresh, be warm, a gift to his foolishlittlebrother. And Sasuke had arrived. His screams had torn a hole in Itachi's heart and he could never fill it nevernevernever. He'd be empty for as long as he lived. Sasuke had come home and he'd seen the fear in his brother's eyes. Heady off its scent and he couldn't wait just couldn't wait until the little idiot's eyes were ready because he was going to rip them right out of his squawking fool skull_.

_Not right this was all wrong. Red sky, blood moon, trees made of crows, squirming and cawing and rotting. Worms and maggots no ground no earth just death and decay, grinning skulls and nibbling rats. _

_Not real not real notrealnotreal._

False.

Fake.

**Lies**.

Sasuke woke up.

The Tsukuyomi blew apart like so many leaves in the wind, like a window exploding, and Sasuke was _awake_.

Itachi flew backwards, straight into the air as if propelled by a cannon, as Sasuke's hand shot from his weakened grip and took him straight in the chest. Blood poured from his left eye, dripping down towards Sasuke, like crimson rain. His chakra pulsed, quivered, distorted and wracked. Sasuke's Sharingan took it all in. His brother hit the roof and bounced, falling back down towards Sasuke, still stunned. With his katana missing, Sasuke took the next best option. He spun to his feet, kicking the murderer with all of his considerable strength dead in the chest before he could hit the ground.

Itachi sailed across the room, smashing into the throne on which he had waited for his brother. The chair was wrecked with the force of the impact, sending up a great cloud of decades old dust. When it settled, Itachi was once again sprawled in the throne. A sprawl that was nothing like the imperious way he'd been seated when Sasuke had entered the room. This was the sprawl of someone who was barely managing to staying conscious as they slumped in their seat. He struggled to his feet, holding his face and by large his left eye, as if trying to cradle it.

"Impossible," he slurred his words; something that Sasuke had _never_ heard him do. "Impossible. No one could have broken the Tsukuyomi."

Sasuke smirked, "That is the power of the hate that you gave me, Itachi. With it, nothing is impossible."

Itachi, trembled but slowly regaining his poise. He stared at him with one eye, blood leaking from under the hand that hid the other.

"Perhaps I have underestimated you, little brother. To break the Tsukuyomi…" he straightened, his trembling ending as the old Itachi, the one with a glacial face and imperious eyes, returned. "I will have to end this quickly."

Even as he said this, Sasuke watched him with whirling red eyes. His brother's posture may have improved, but his chakra still quivered, rolling and unstable.

Sasuke grinned.

_'He's unsettled. The backlash of chakra from Tsukuyomi snapping has hurt him.'_

He now had the upper hand in this fight.

But Itachi, Sasuke knew, was still extremely dangerous no matter how weak he seemed. Even as he spoke, the air around him changed, becoming charged with dreadful finality. His mouth, and its permanent semi-frown, became even more severe.

Itachi burst into action, weaving signs with impossible speed and sprinting straight at Sasuke. Sasuke gave him no time to get closer: he reached for the summon scroll wrapped around his left hand. Two fūma shuriken burst into existence, and Sasuke hurled them at his charging brother, one high and one low.

Itachi hopped, going almost completely horizontal and shooting between the two oversized shuriken as they whirled above and below him. A flawless dodge.

Not good enough.

Sasuke pulled, and the wires he had attached to the shuriken broke them apart in an explosion of hurtling steel. Foot long blades pounded themselves into the concrete walls of the bunker, and a single one struck Itachi in the upper thigh. He crashed to the ground, his grace destroyed by the painful injury. Sasuke laughed.

"That Tsukuyomi has ruined you, Itachi! You can hardly fight!"

He began weaving signs as his brother clumsily rolled to his feet, yanking the blade from his thigh as he did.

"Perhaps you'll have more luck with this! Katon: Goukakyuu no Jutsu!"

Sasuke's fireball emerged once more, and Itachi took his brother's advice. He leapt straight into the air and over the fireball, completely avoiding the wash of deadly flames. Sasuke jumped towards him, more hand signs forming as he did.

As his brother cleared the fireball and came into view, Sasuke yelled.

"Chidori!"

Itachi saw the lightning coming and with a burst of chakra propelled himself up, above the attack. Sasuke shot by below, and the chidori punched a hole in the roof of the bunker. Itachi, falling once more, landed on Sasuke's back and jumped off his brother, residual momentum allowing him to leap out of the newly made hole and into the light of day. Sasuke followed him a moment later.

Sasuke found the roof of the bunker more enormous than he'd imagined. Three massive stone slabs, dozens of meters tall, two side-by-side and another taller one across from them formed an enormous set of standing walls. The roof seemed only more massive by their presence.

Itachi had retreated farther away from the hole, waiting for Sasuke to emerge. When he did, his frown became even grimmer. He spoke as Sasuke landed, something that sounded suspiciously like regret echoing in his voice.

"I had hoped that it wouldn't come to this, Sasuke. I would prefer your eyes intact, after all - but you leave me no choice." Both of Itachi's eyes, still in the sickle-like shape of the Mangekyō Sharingan, suddenly strained; painful looking cataracts spontaneously formed in them.

He looked to be in agony, but breathed out all the pain with a single word.

"_Susano'o_."

Crimson chakra tore out of Itachi's body, forming into an imposing skeletal figure around him. Ribs became sheathed in flesh, and flesh clothed in armor. The warrior towered over Sasuke, a massive shield held in one hand and glowing eyes staring at him from beneath a low helm crafted in the image of some kind of monstrous demon.

Sasuke took a step back.

"This is Susano'o. The ultimate technique of the Mangekyō Sharingan!" Itachi's voice emerged from within the massive construct. Sasuke could vaguely see him within, masked by the whirling chakra.

"Katon: Goukakyuu no Jutsu!" Sasuke fired a fireball straight towards the voice. The rolling chakra flames smashed into the Susano'o and whirled away, leaving behind nothing to mark their touch.

_'That was not a good sign.'_

Susano'o moved. An enormous fist came down, intent on crushing Sasuke. Moving quick the younger Uchiha dodged back. It hammered into the roof of the bunker, breaking yet another hole into the inner chamber. Sasuke sprinted away towards the edge of the roof, intent on using the cloud of dust to mask his retreat. He needed time to come up with a plan to beat the armor.

He didn't get it.

"Amaterasu!"

Sasuke heard the invocation and dived forward. He didn't see anything pass him, but when he looked back, the forest around the bunker was on fire, alit with unnatural black flames. He ran on even as he felt an invisible heat pursuing him. The forest to his right was constantly being caught in Itachi's deadly gaze as dark flames moved from tree to tree, consuming it in a dark death. The heat, even from some distance, was nearly unbearable.

This wasn't working. He'd be caught soon enough. Time to change tactics again.

"Chidori!"

The lighting jutsu smashed another hole in the bunker, and Sasuke dove through. Once more inside, safe for a moment, he desperately assessed the situation.

Low on chakra. His brother shielded by incredibly potent armor. The forest outside completely on fire, cutting off any escape attempt.

'_Wait_.' Sasuke's thoughts caught on that. '_The forest is burning. The heat- it's perfect. I just need to help it along a little._'

He looked up, and found the Susano'o staring down at him though the hole he'd made.

_'Uh oh.'_

He rolled to the left and the hand that would have crushed him swept by, making a palm print in the floor. As he dodged, black lines raced over his skin, originating from the cursed seal on the nape of his neck. His skin turning a sickly shade of purple, and the whites of his eyes went black. His Sharingan remained amongst the changes, the only mark of familiarity in the suddenly alien face. As he regained his feet, he faced the roof, making hand signs.

"Katon: Gōryūka no Jutsu!"

A stream of flames, shaped in the image of a dragon, burst through the roof of the bunker effortlessly and shot into the darkening sky. It narrowly missed the Susanoo, giving Itachi a fantastic view of his brother's technique.

The Susano'o, and Itachi with it, paused, staring at the outpouring flames. It shifted its stare back down through the newly made hole at Sasuke.

"You'll have to aim better than that, Sasuke," Itachi's voice was almost puzzled.

Sasuke just smirked, before running through the hand signs again.

"Katon: Gōryūka no Jutsu!"

The jutsu burst from the roof five more times, shooting into the sky like a pyromaniacs most wonderful dream. Each cleanly missed the Susano'o.

"If you are trying to weaken the roof, Sasuke, that will not work. The Susano'o has no true weight, being a chakra construct. You should know that."

Sasuke fell to his knees, the marks of his curse seal receding. "I know that, brother."

And then he collapsed, seemingly unconscious.

Only he wasn't. Sasuke heard the hum of the Susano'o, ever present, recede a little. Then entirely.

The sound of footsteps filled his ears. Unsteady footsteps. Itachi was coming closer. He'd been fooled by the gambit, his Sharingan telling him (correctly) that Sasuke was nearly entirely out of chakra. That Sasuke's system barely had enough to pull off an intangible bunshin. Itachi was coming to take his eyes. Cautiously, but it wouldn't be enough.

_"Perhaps this technique will look familiar to you, Sasuke-kun. It certainly helped me the night we met."_

Sasuke used the substitution that Orochimaru had taught all those months ago, when he'd still been the man's apprentice. He created a raw chakra copy of his body, a skin from which to slither, and simultaneously utilized a _shunshin_ to get to the roof through one of the many holes. The technique had tricked him once, in the Forest of Death, and now it tricked Itachi. He could tell, because the Susanoo didn't reappear and tear the roof to shreds looking for him.

He had barely three seconds to make it to the tallest point around before the substitution melted into slimy raw chakra. That point was the top of the hundred-meter tombstone-like slab of concrete adorning the roof of the bunker.

It took him four seconds to reach the top. When he was there, he looked back, and found Itachi staring up at him from far, far below. It had begun to rain.

"You're out of chakra, Sasuke. This battle is hopeless. Give up and give me your eyes." Itachi's voice reached him easily despite the distance.

Sasuke couldn't help but laugh. "You're right, brother… I am out of chakra, yes. But Itachi, you've handed me my victory. Look up!"

The sky, once cloudless and blue, was filled with baleful black clouds and turbulent winds. The weather had rapidly taken a turn for the worse. The intense heat of the Amaterasu filled forests and the shocks of Sasuke's fiery dragons had formed instant storm clouds. Lighting danced among them, crackling in anticipation.

"I don't need chakra for this jutsu, Itachi! It brings down the rage of the heavens upon whomever I wish! I merely direct it."

Itachi flinched back. Even from so far away, Sasuke saw it. He was glad that his Sharingan would remember that flinch for the rest of his life.

"This is _Kirin_!"

The Susano'o began to rise again. But even the Mangekyō Sharingan isn't faster than lightning.

"Now, vanish with the thunder!" Sasuke flung his arm down, and an enormous bolt of lighting came with it. Guided by what little chakra he had left and leeched from the clouds, it swept down in an instant and struck Itachi as the Susanoo sprung up around him.

There was a clap of thunder, a wash of pressure, an intense smell of ozone, and the bunker exploded in a hail of concrete, dust, and static, flattening the trees around it for hundreds of meters.

Sasuke fell, his footing vanishing in an instant. He landed amidst the ruins, lumps of concrete and charred earth below and around him, and crumpled to his knees, before slowly falling totally prone. Managing to pull his head up he found his brother lying on a sizable piece of debris not too far away, still as the stones around him. Blood poured from the traitor's eyes, his mouth hanging slack. His red and black cloak was torn to shreds. It had fallen open, forming a cross-like shape as what remained of the arms stretched to the sides.

Itachi was dead.

He lay his head back down.

_'It's… over._'

His eyes, the Sharingan fading from them, slowly closed: exhaustion, no longer held back by unhealthy amounts of adrenaline, was finally taking consciousness away.

For a moment, he luxuriated in the silence, the relief of his brother's death. Rolling over, he stared up into the sky. The artificial storm clouds, their purpose now spent, were slowly were breaking up. The sun peeked through, and the warmth of it began to lull Sasuke into an exhausted sleep. His family had been avenged, and now he could rest.

_'It's finally over_.'

There was a wet cough.

"So, _this_ is the death you were trying to show me?"

Sasuke's eyes snapped open. His head came up. Soon, the rest of his body did too, lurching to his feet.

Itachi, still lying flat on his back, had turned his head to look at him. His eyes were open, but they saw nothing. The pupils were so torn and dimmed that they blended into the rest of the hereditary Uchiha onyx eyes, making them a blank slate. There was a small smile on Itachi's face.

To Sasuke, this was the most unbelievable thing he'd ever laid witness to. He had almost _expected_ Itachi to survive the Kirin, truly. His brother was one of the best shinobi the world had ever seen. But to see him smile…

To smile like that, at _him_, at Sasuke…

He couldn't understand.

Itachi didn't move, but he still spoke. His words were ragged, the voice of an old and dying man. "I'll admit, you have become strong, Sasuke. Far stronger than I thought you would in such a short time. I am impressed."

Sasuke tried to flare his curse seal, to pump more chakra into his weakened body, but Itachi stopped him. Not with a blow, or a jutsu, but with mere words.

"Stop, Sasuke. There's no point. Even with the Susano'o-" he choked, coughing up blood that smelled like smoke, and Sasuke stopped, the curse seal receding. He wanted to hear this.

Itachi regained his voice, the blood flow ceasing, "Even with the Susano'o, I am already dead. That was a fine jutsu."

Sasuke couldn't believe what he was hearing. Itachi was _complimenting_ him? The man who had killed their parents was telling him 'well done'?

Impossible. It had to be.

He stared at Itachi, indecision and confusion overpowering him. They were aided in no small part by exhaustion. He could barely keep his feet.

Itachi broke Sasuke's paralysis as easily as he'd caused it, "Come here, Sasuke. There's something I need to tell you."

Sasuke's feet carried him forward. He wasn't sure if he was in charge of them or not. He reached Itachi, and leaned down before his dying brother. A memory flashed before his eyes. Izuna, leaning over his sickly brother Madara, much as he was doing. He banished it with a thought. Itachi was in no condition to take anyone's eyes. Not anymore.

"Sasuke. I am very proud of you."

_'What?'_

"You have surpassed all of my expectations."

_'No. No… this is impossible.'_

"I know now that you have the power. It is up to you to defeat Madara. _You_ must end the cursed legacy of the Uchiha, and lead our clan out of the darkness."

Sasuke stared down at his brother. A single tear formed in his eye: the turmoil in his mind could not be contained behind a façade much longer.

"Sasuke…" Itachi was struggling to form words. His right hand twitched, and slowly rose from his side. Sasuke instinctively flinched away, but it continued regardless. Slowly, the index and middle finger extended.

Itachi's fingers pressed against his brother's forehead, the touch so light Sasuke could barely feel it.

"I'm sorry. There won't be a next time."

And with that, Itachi died.

Sasuke stared at the body beneath him for what seemed like an eternity.

_'He's dead.'_

_'He was your brother.'_

_'He killed the clan.'_

_'HE WAS YOUR BROTHER.'_

_'Your revenge is complete.'_

_'Was it worth it?'_

_Yes…_

_No… _

Tears leaked from Sasuke's eyes, though his expression remained unchanged. The clear sky mocked him by not joining in.

Even after all the pain Itachi had put him through, all the fear and hatred. All the years of isolation and training, after making him leave all comfort behind in his quest to become strong enough, after trying to take his eyes… Itachi was still the only family Sasuke had left. And in killing him, Sasuke had become truly alone.

He felt an intense pain in his eyes.

_'Surely I'm not crying that hard?'_

It couldn't be the Sharingan. He was completely out of chakra. But… it felt so like it…

Sasuke glanced to his right, wincing through the pain in his eyes, and found a puddle of water there, a memento of the brief storm that had killed his brother. He scrambled over to it, and stared within, fascinated.

His eyes had changed. The Sharingan had indeed activated, but it looked nothing like it usually did. The iris had turned a pitch black and a bright red shape, like two six pointed stars. One within the other, sat within its darkness. A small trail of blood had run from his left eye, making its way to his chin.

The Mangekyō Sharingan.

_Impossible. Itachi _had been that dear to him?

Sasuke didn't know whether to laugh or keep crying.

And when he heard something behind him, he became even more confused.

It sounded just like Itachi. Which was impossible, since Itachi was dead.

"Those are fine eyes, Sasuke."

The world exploded, a sliver firestorm running down everything in its path and wiping the universe clean.

Sasuke woke up.

Itachi was sitting on top of him, a knee pressed into his chest. Sasuke's hands were pinned to his side: duplicates of his brother kneeling on his forearms rendered them helpless. Sasuke barely notice this.

He was too focused on the fingers just inches from his eyes.

"Sasuke."

_'No. Fake. False. Dead. This can't be happening.'_

"Please forgive me."

The fingers pressed in. There was a popping noise, wet and too loud. Half of Sasuke's sight went suddenly, abruptly, horribly dark.

He screamed. He had never experienced anything like this pain before. Burning agony swept through his head, and he screamed again. The world had become red and black, the color of his Sharingan, and his vision swam.

He saw Itachi flinch above him, saw the hand draw back. It was clenched, covered in thick red blood. Itachi reached into his sleeve with his free hand, and withdrew a jar, filled with a murky yellow fluid. He screwed the cap off and dropped the eye (_Sasuke's eye_) into it. It sunk straight to the bottom, staring back at him. _Seeing him_.

A Mangekyō Sharingan. _His_ Mangekyō Sharingan. He recognized it.

He felt sick. Whether from the pain or something else, he didn't know.

"Please forgive me, Sasuke."

The same thing again, the same dead voice. Sasuke glared as hatefully as he could with a single eye.

_Itachi_.

"Why?"

Itachi paused momentarily, "The Tsukuyomi?"

Sasuke nodded. It hadn't taken him long to figure it out.

He had never left the Tsukuyomi. His escape, the battle with Itachi, his victory: It had all part of Itachi's genjutsu.

Itachi surprised him by actually answering, "I needed you to awaken the Mangekyō Sharingan. I had hoped my death would do. So I showed you it."

"An illusion." Sasuke snarled. "A lie."

"Reality is what people think it is. Everyone lives in their own mirage, bound by beliefs and vague concepts. What you saw was just as real as anything else you have seen. It did happen. You were marked forever by it. Your new eyes are proof of that. Can you really call it a lie, then? An illusion?"

Sasuke stayed silent, unable to argue with his suddenly living brother.

"I am sorry for this, Sasuke. But one day, you will understand."

He began to reach down once more with a claw-like hand.

"Why? To defeat Madara?!" Sasuke began struggling once more, but Itachi's hold was too firm, and the pain in his head distracted him.

The hand stopped before his eye. He could see nothing but it.

"I can help you defeat him, Itachi!" He pleaded. "Why are you doing this? Let me help you kill him!"

He couldn't see Itachi's face, but from his voice he thought he might be smiling, "We are each other's spares, Sasuke. It was always going to end like this. So, don't worry, foolish little brother."

"Soon enough, you shall see."

Then Itachi's hand dug in, and Sasuke knew no more.

###

AN: Heh. Were you expecting that?

I hope you weren't. I tried pretty hard to keep the reveal hidden, though there were a couple hints.

Now, I want to make something real clear before we continue. Not Sick **is not** an anti-Sasuke fic. Or an anti-anyone fic, really. I don't bash people. Sasuke just got _incredibly_ unlucky (plot-wise) here. In addition, this **is not** a Mary Sue fic about Itachi. He's incredibly smart, rather good at killing people... and messed up beyond belief in more ways than you could count. So don't expect a godlike Itachi here: I'll be presenting him as a _person_, flaws and all.

And most importantly, this **is not** a Dark Fic. In the slightest. I can't handle that kind of stuff. So if you were worried about your favorite character biting the dust... don't.  


At least not yet.

This is going to be a hell of a trip. I hope that you'll be willing to take it with me.

Till next time. Serendipity out.


	2. Interruption

Not Sick Chapter 2

Unforeseen Consequences

Sakura Haruno was starting to get frustrated.

So was the rest of the tracking team, for that matter, but for Sakura, the frustration was especially acute, and rather personal.

Sasuke was _so close_. Naruto (or at least one of his clones) had seen him only thirty or so minutes ago, heading towards one of the old Uchiha complexes that dotted the Land of Fire from the days of the clan wars. But when the tracking team had set off in that direction, they'd been waylaid.

By an _idiot_. A man in a bizarre orange mask who acted even more moronically than Naruto had in his early genin days. How could a fool like this be a member of Akatsuki?

Sakura shot forward again, and the man put up his hands, cringing in fear. Despite this, she still passed straight through him, not a whisper of a sensation touching her. She disengaged as soon as her strike failed, flipping away, but the masked man made no move to follow her.

That defense, she supposed, was why. True intangibility was the kind of thing most ninja dreamed of having: this Akatsuki was like a bunshin that could hit back. In fact, she would have thought he was some sort of genjutsu but for two things: Hinata said he had a stable chakra system, and she'd seen the kick he'd dealt Naruto. That attack had almost emptied a nearby stream when it sent Naruto flying into the water. Thank goodness that the strange Akatsuki seemed content to simply prance around and use silly jutsu, or the fight may have gotten serious fast.

"Silly blossom! Tobi is a good boy! Silly girls shouldn't hit good boys!"

Oh god, his voice. It was so sickeningly sweet; and _annoying_. And yet… there was an undercurrent of something in it that she couldn't identify, but made her very uncomfortable nonetheless. He was clearly enjoying himself, but she heard something more than that in his childlike tone.

Something dark.

She was pulled out of her brief musings by the sound of her sensei's voice. Kakashi sometimes astounded her. In the three years since Team 7 had fragmented, each of its members had changed so much. Naruto had grown up: not just becoming taller, but also maturing into a tactical fighter with fearsome reserves and several especially deadly jutsu. Sakura herself had learned so much under Tsunade, finally becoming the kind of ninja she could respect. And Sasuke… when she had last seen him last, he had improved immensely, in every way. She had hardly recognized him.

Not all changes were for the better, she supposed.

But while Naruto was taller and Sasuke was colder (though, as a distant part of Sakura's mind noted, he was also much more handsome) and Sakura was now an accomplished medic-nin with a deadly punch, Kakashi hadn't changed in any very noticeable ways. Not physically at least. He still walked around with his eye half closed and his shoulder in a borderline disrespectful slump, he still read _inappropriate _books in public, and he still was _always late_.

Kakashi hadn't changed. All he'd done was grow smarter, and deadlier.

"Sakura, get back. Protect Shino. He's going to use the Mushidama. If we can trap this guy, even his intangibility won't save him." Kakashi's voice was strong, like it always was, but Sakura heard the doubt in it. No doubt he, like her, was questioning how you could trap a man who could apparently walk through anything.

Sakura leapt down from the trees and approached Shino, but as she did Hinata, who had been standing vigil by the silent Aburame and keeping an eye on the enemy with her Byakugan, suddenly stiffened.

"Kakashi-sensei, there is another chakra approaching. It's… very strange." Her voice was steady, but she sounded puzzled.

Kakashi frowned under his mask. Sakura only managed to notice because she'd known the man for about four years: the cloth was very good at concealing Kakashi's usually already well controlled facial expressions. "What do you mean, strange?" He said.

Hinata hesitated, before speaking with the ghost of a stutter. "It's m-moving through the ground towards our position. Very fast. It's almost here. And it…" she paused, her brow furrowing and the veins of her Byakugan straining for a moment. "It's odd. It's as if it is two people in one, the chakra is just so contrasting. Like black and white." She finished, sounding frustrated she couldn't express easily what her doujutsu had spotted.

Kakashi nodded, but before he could issue any orders, _something_ erupted out of the branch the masked man was sitting on. Though, perhaps erupted was too strong a word: the strange thing _emerged_ from the wood, sliding out of it like some sort of tumor emerging from the skin of the tree. It looked like an enormous flytrap, the mouth closed over whatever was hidden inside.

Tobi turned to it without surprise and said, as if he was discussing the weather, "How'd it go?"

The flytrap opened, and Sakura saw that there was a man inside. And that he was just as odd as Tobi himself. His skin was two toned, split right down the middle of his face: half was a pale white and the other a deep black. If this was what Hinata had seen coming, then she had described his chakra perfectly.

"Like black and white" indeed.

"It's over." The plant man spoke.

Sakura whispered, more for her benefit that anyone around her. "What the hell is that?"

Kakashi, standing in front of her, muttered to himself. "He was on the list of Akatsuki members from Kabuto. Zetsu."

She didn't have to strain to hear Naruto behind her. "We just keep on running into distractions!" With Sasuke so close his patience had finally begun to fray.

"Over?" Tobi turned to the black/white man beside him. "That was quick. Sasuke really has improved, if he was able to defeat Itachi with such speed." His voice had changed. It was still high pitched, but was now quite rational.

This plant man had been watching Sasuke and Itachi fight? How… creepy. Sakura noticed that, in the wake of Tobi's question, the strange man halfway out of the tree looked rather uncomfortable. Or at least the white side of his face did. The black half was smiling, though the way it only pulled up half of the man's mouth made it look far more like a grimace.

"**Sasuke did not win**." Who had that been? Also-

_What_?

Naruto stopped railing for a second, his face freezing. "What?" He spoke in a soft voice- one that quickly vanished. "What!?" He shouted, the very words laced with killing intent. "What the hell do you mean he didn't win!? We didn't come all this way for- for him to-" He stopped, looking suddenly afraid to say anymore.

Sakura couldn't believe it. For Sasuke to… to die, when they were _so close_. It wasn't fair. She felt tears in her eyes, but she didn't bother trying to wipe them away. They'd just be followed by more.

The masked man seemed to ponder the news for a moment. "I'll admit, I did not expect that." He said. Then, "Nevertheless…" He made a dramatic show of sorrow, bringing his arm up to his single eyehole, his head shaking as if he was shedding invisible tears behind the mask. "Oh, Sasuke-kun! To die so young, with so little life lived, alone in a bunker with nothing but your murderer to keep you company!" Naruto grinded his teeth, his hands clenching as Tobi wailed. "Such a tragic life! Such an epic tale of vengeance, brought to such an abrupt-"

"And he is not dead." The plant man spoke once more, and Sakura's tears stopped. Tobi's theatrics did as well, like a snapped rubber band, and he spun to face the flytrap.

"What?" Sakura shivered involuntarily. The man had _changed_. The high-pitched voice was gone: a deep baritone had replaced it, and every word he spoke was filled with weighted menace. "What do you mean, '_he's not dead_'?"

Sakura and Naruto sighed in relief almost simultaneously.

"Sasuke Uchiha is not dead." The flytrap seemed to have regained its courage. "He engaged Itachi Uchiha, and was defeated by his Tsukuyomi. Then, Itachi claimed his eyes."

Tobi sat still for a moment, absorbing this information, his head cocked to the side at an odd angle. Even behind the mask, he looked puzzled.

"Hey!" Naruto called up again, the menace gone from his voice, leaving behind only seriousness. "Aloe-guy! What do you mean, 'claimed his eyes'?"

Zetsu twitched at the name and turned to the assembled Konoha shinobi, before glancing back at Tobi, who took no notice of them. He apparently took this as permission to answer the question. "Itachi took Sasuke's eyes." He said, looking to the masked man out of the corner of his eyes for approval the whole time. "**Plucked them out of his head, like grapes**." Another voice spoke up, also coming from Zetsu, but this one was as unlike the one before it as Tobi's own voice had been.

Sakura gasped, Hinata covered her mouth in shock, Kiba's mouth dropped open, Kakashi's eye's widened, Yamato let out a full-body flinch, Sai slowly blinked, and Shino didn't do much of anything. Only another Aburame would have noticed the furrowed brow behind his glasses.

Naruto just looked horrified. And then, furious. "Where is he?!" He screamed. "Where is that bastard! I'll kill him!"

Zetsu didn't answer. Instead, he looked to Tobi for direction once more. The masked man was muttering to himself, shaking his head as if rattling around the thoughts within.

"I _really_ didn't expect this… I thought he meant to die in that battle. That he would actually go to these lengths… I can't let him go. He can't leave here. With those eyes, he could become a problem, quickly. I couldn't control him, I'll need to… yes, it's the only way." Spinning, he turned to Zetsu. "Where is Itachi Uchiha now?" he asked, unwittingly allowing Naruto's question to be answered.

"**Last I saw, he was leaving the compound. He had Sasuke with him."** The other voice again.

"Keep an eye on him. Make sure he doesn't get too far away from here. I'm going back to Amegakure: Itachi requires special consideration."

"**Understood**." Suddenly, the other voice spoke up. "Oh, do we have to? Itachi always creeps me out. That blank stare- **Shut up.**" And with that brief and confusing argument resolved, the plant man sunk back into the tree, vanishing from sight.

Tobi turned to look and the arrayed Konoha ninjas, and though Sakura couldn't see behind his mask, she knew that he was frowning. "It seems I'll have to move up my plans a little. A pity: I was looking forward to telling Sasuke all about the Leaf Village's _true_ past, but now…" He shrugged, a helpless movement. "Without his eyes, he's useless to me."

Naruto trembled. "Don't talk about Sasuke like that. He's not some _thing_. He's a person, you can't just _use_ him." He snarled.

Tobi ignored him.

"Well, I'll see you all soon. Don't worry; I'll be back, with someone you'll all be interested to meet. And," he glanced meaningfully at the Kyūbi Jinchūriki, "_he_ is _especially_ interested in meeting you, Naruto." One of Tobi's hands came up. "Ja ne." And with that, he swept his arm down, encompassing his whole body in a fluid sweep. Whatever the hand covered vanished, and before long only it was left before disappearing as well, as if sucked into an invisible hole.

Team Kakashi and Team 8 were left staring at the empty tree branch. Kiba summed up their mood in a single sentence.

"What the hell just happened?"

Kakashi glanced at him, and his words broke the rest of the search party out of their shock.

"We just got some very valuable information. Itachi Uchiha is relatively close by, near an old Uchiha bunker, and he has Sasuke with him." He turned to the only other girl besides Sakura in the group. "Hinata, can you locate the bunker?"

She nodded, looking determined. "Yes. It's…" She paused, the veins of her Byakugan slowly pulsing as it scanned around her. "There is a large complex about fifteen kilometers that way." She said, pointing to the north, past the tree that Tobi had been occupying seconds ago.

Kakashi nodded. "That's got to be it. Everyone, get going, double time."

With that, the search party took off once more, leaping into the trees and rushing north.

"Uh, Kakashi-sensei." Naruto's voice had none of its usual bravado. In fact, it was full of uncertainty.

"Yes, Naruto?"

"Who do you think wants to meet me so bad?"

###

Ninety years ago, the Uchiha clan was one of the most prosperous in the world. With their numbers and the power of the Sharingan, they dominated the land in the time when there was little order in the ninja way of life beyond familial association. Their power allowed them the best contracts, the finest land, and a reputation that sent them plenty of clients.

Their only rival was the Senju clan, which was singularly known for its members incredible life force and raw strength, as well as impressive charisma. If the Uchiha were the scalpel of the ninja world, sharpened by decades of war and personal hardship, then the Senju were the hammer, shattering any obstruction in their way.

In time, these two mighty clans, long competitors, would unite under the banners of the most powerful leaders they had seen in generations: Hashirama Senju, possessor of the indomitable Mokuton, and Madara Uchiha, bearer of the invincible Eternal Mangekyō Sharingan. From this unity, Konohagakure no Sato, the Village Hidden in the Leaves, would be born.

But while Konoha still stood today, the Senju and the Uchiha had all but vanished. The Senju had been reduced to one; the Uchiha to three.

However, while the Senju left no lasting memento of their power and influence, having always been on the move and most comfortable within the vast, untamed forests of what had come to be known as Hi no Kun, the Uchiha had left enormous memoirs of their prowess scattered across the land, sprawling settlements and massive monuments erected in honor of themselves and their lifestyle.

Case in point was the stone town set in the middle of the northern county of Fire Country. When it had been occupied, it had commanded the primary trade routes between Fire and Stone, and given the Uchiha economic domination of the region. Its name had been lost to time, records burned or scattered in the founding of the Hidden Villages and the massacre of the clan nearly a decade ago, but its looming stone architecture, imposing facades, and monochrome color scheme marked it clearly of the Uchiha style.

Now, eight Konoha ninja, a tracking team sent to retrieve one of their lost comrades at any cost set out for the small town at top speed. Little did they know, however, that the once empty settlement was now occupied.

Not by the Uchiha, of course: they were all but gone. Instead, it was occupied by four rather eccentric individuals.

A tall man with bright hair in an ill-fitted cloak, birds flitting around him, with warm orange eyes.

A short girl with shockingly red hair, and pupil-less eyes that were just as red as her hair.

A scrawny boy with pale hair and sharp teeth, dressed in a formfitting purple uniform and carrying a sword: an enormous butcher's cleaver of a sword that was almost as long as him.

And finally, and perhaps the strangest: a giant of a man, perhaps seven feet tall, dressed in a fine cloak, black with red clouds, with small, bloodshot eyes, teeth that made the boy with pale hair's look positively blunt, and blue skin. He carried something wrapped entirely in bandages: something that occasionally growled when he swung it.

Which he did rather frequently, because he was fighting the boy in purple while the redhead looked on helplessly and the tall man with orange hair ignored them both. The swords (for a sword was what the blue man carried in his hand hidden under the bandages, no matter how lumpy it looked) clanged off each other and their owners dodged, neither landing definitive blows.

The tall man's name was Juugo. He had no last name. He had lost it, a long time ago.

The pale haired boy's name was Suigetsu Hozuki, and he was a smartass. Incidentally, he was also entirely composed of living, chakra-conducting water.

The redhead's name was Karin Uzumaki, and although she didn't know it, she was also Naruto Uzumaki's distant cousin.

Together with Sasuke Uchiha, they made up Team Hebi, a group formed for the sole purpose of taking down Itachi Uchiha.

The man with blue skin was not part of Team Hebi. He was part of a much more dangerous organization: the Jinchūriki-hunting Red Dawn. The Akatsuki.

His name was Kisame Hoshigaki, and he was an enormously skilled and dangerous missing-nin formerly of the famed Seven Swordsman of Kirigakure, the Village Hidden in the Mist.

He had come to this town with another member of the Akatsuki. His partner.

Itachi Uchiha.

Now, Kisame was waiting for him to come back.

###

Karin Uzumaki was starting to get worried. She had been on this roof for over twenty minutes now, and she still couldn't sense Sasuke. With nothing to do but watch Suigetsu be an idiot as he fought the enormous blue missing-nin, she had begun to bite her nails as she ran through all the things that could have gone wrong in her mind. Sasuke was strong, but his brother was Itachi "The Genocide" Uchiha, and he had made a name for himself hunting shinobi as strong as Sasuke for a living. And that had been _after_ he'd massacred his entire family singlehandedly. Maybe Sasuke had been too overconfident going into the fight? Maybe Itachi had killed him? Maybe it was all her fault for not _insisting_ on going with him? Maybe-

"Karin." A rumbling voice broke through her worries, and she looked up into Juugo's intense orange eyes, brimming with life. "Calm down." Juugo himself seemed to have taken his own advice very well: he sat stock still, a serene look on his face, as birds flitted around him and alit upon his shoulders. "You are worrying for nothing." He said with a small smile. "Sasuke can handle himself. He will be fine." He spoke with such certainty that Karin couldn't help but smile back. Of course Sasuke would be fine. He had beaten Orochimaru: he could beat his older brother.

As this hopeful thought made its way into her mind, she registered two chakras on the outskirts of her senses.

One of them was Sasuke's. A little beaten, but strong, not depleted very much at all, and bright in her mind's eye. Though it had a strange, agitated thrum about it.

Karin's face lit up, and Juugo saw it, giving her another smile of his own. His faith had been vindicated.

And yet… Karin felt another presence with Sasuke. One very similar to his, but far, far colder. Cold, and weary. And the other chakra was very, very close to his. Almost like-

Itachi Uchiha leapt onto the roof, landing next to Kisame Hoshigaki as the blue giant batted a weary Suigetsu back once more with his enormous wrapped blade. He had his younger brother slung over his shoulder like a wet sack, but he handled him with the kind of care that something like that would never be given.

Karin's heart leapt into her throat. Sasuke was alive: she could feel him. But why, then, was Itachi alive as well? And carrying his brother, of all things? This wasn't right.

Juugo frowned, and rose to his feet behind her, the birds taking flight as he did. They whirled away in a blur of feathers and chirps, and Juugo's frown deepened.

Suigetsu, panting, his chakra depleted by the enormous sword (Samehada, Suigetsu had called it) that Kisame had hefted like it weighed nothing, narrowed his eyes as he stared at the newly arrived Akatsuki member.

Kisame snorted, and took his eyes off Suigetsu, turning to his partner. It was a deliberate insult, but Suigetsu let it slide- he knew, just as well as Karin did, that it would be a _very_ bad idea to continue fighting the other swordsman now.

"Well? How'd it go?" He said, his raspy voice, as always, held more than a hint of amusement.

Itachi looked back blankly, then without any inflection, spoke. "It's over."

Kisame's grin widened, revealing more of his intimidating triangular teeth. "You actually went through with it, Itachi? I didn't think you had the nerve…" He shrugged; the size of his shoulders made the motion look rather exaggerated. "Shows what I know, I guess."

While Kisame spoke, and Karin had been watching Sasuke, Suigetsu had been analyzing the new arrival. And he noticed something disconcerting.

"Karin." He said, his mouth twisted into a frown. "Look. His hand."

Karin looked, and gasped. Blood, thick and almost black, covered Itachi's right hand, spilling into his palm and between his fingers. But Sasuke didn't look hurt at all. His uniform wasn't even that damaged, though his cloak was missing.

Where had that blood come from?

"What did you do to him?" There was a growl behind her, and Karin turned. She found Juugo there, rigid, gray marks glacially spreading down his face. He was clearly struggling for control.

"Juugo." She said, her voice full of authority (though Suigetsu would just call it bossy). "Calm down. Sasuke's fine. I can feel his chakra. He's perfectly healthy. Just a little… disrupted." She turned back to Itachi. "What, he didn't put up enough of a fight for you?"

He stared at her blankly for a moment. It disturbed her. There was nothing on his face or in his eyes. He may as well have been a statue. "You are a sensor-nin, then. You wouldn't happen to be a healer as well, would you?" He spoke with as much emotion as his face showed: none.

Karin was instantly suspicious. "I am a medic-nin, yes. But I'm not going to heal _you_." And she wouldn't: she could do Sasuke that much.

Itachi waved her off with the hand that wasn't occupied with carrying Sasuke. "Not for me." He said. He moved forward, and Karin tensed. Juugo stepped forward beside her as Suigetsu went to the side, forming a rough triangle around the approaching missing-nin, but Itachi didn't slow at all. With little ceremony, he lay Sasuke down in front of Karin, and she barely held in a gasp.

Sasuke's face wasn't as pristine as the rest of his body. There was an enormous bruise on his cheek, swollen and purple, with small burns speckled over it. Blood, thick and red as the stuff on Itachi's hands, had run over both his cheeks and down his chin, drying and leaving a crusty trail. Both trails of blood originated from Sasuke's closed eyes.

Sasuke's eyelids were sunk in, becoming dimples in his face. It was all too obvious that there was nothing behind them.

"Not for me." Itachi repeated, staring at Karin. He hadn't backed away, not an inch, and his eyes seemed to fill her vision.

"For him."

###

Naruto Uzumaki, _dobe_, Dead Last, the genin who'd taken and failed the graduation test three times, who _still _couldn't produce a proper bunshin, and who had commonly regarded as the most hopeless student Konoha had seen since Obito Uchiha, ran ahead of the group.

The symbolism escaped him. It likely would have in most situations, but today in particular was a bad day to ask Naruto to pick up on nuance. For the first time in months, Sasuke Uchiha was within his reach again, and he was going to be damned if he let the bastard get away again.

He had a promise to keep, after all.

So while the rest of the Konoha shinobi, even Sakura, trailed behind, traveling safely in a group at a speed low enough allowing them to stop and engage if they were caught in an ambush, Naruto pushed ahead, leaping off of branches at ludicrous speeds, pushing himself to go even faster.

He had to find Sasuke. And to do that, he had to find Itachi.

Itachi. He didn't know how he felt about that. The older Uchiha hadn't come into Naruto's life until near the end of his time with Team Seven, but he had left a lasting impression; the Jinchūriki would never forget those cold, flat red eyes. Itachi had taken on an invincible aspect in Naruto's mind. He'd only met him in the flesh once, right before Sasuke had left Konoha, and that meeting had done a lot to shape his view of Sasuke's brother.

The guy had stopped the Chidori, a one hit kill assassination technique, with his bare hand. One hand to deflect a jutsu that Naruto sometimes still had vague nightmares about: ripping through his chest, the lung audibly popping, the stink of burning blood and the chirping of a thousand birds.

The Kyuubi had kept him alive, but the memory stayed with him.

And even before Itachi had done _that_, he had brought down Kakashi-sensei with a single jutsu. Naruto had only learned this later, but it had cemented how far ahead of him the elder Uchiha was.

Naruto had never managed to even land a hit on Itachi. The one time he thought it had, it had turned out to merely be an illusion, a weak doppelganger. That kind of thing didn't count. He'd seen the man, or at least a clone of him, less than an hour ago, and he hadn't even come close to him. He'd been trapped in a genjutsu before he'd even realised Itachi had made any hand signs.

As he tore through the trees, Naruto swore that today would be the day he managed to hurt the elder Uchiha. Today would be the day that he took Sasuke back to village, willing or not, even if he had to break every bone in his friend's body to do it.

When he burst from the forest and found himself before a small town of stone buildings, and enormous pyramid-like bunker rising behind them, he knew he'd have the chance soon.

The roof of the one of the structures, a small townhouse by the looks of it, was occupied. Six figures: all but one in cloaks. Three with unusual hair, and three with black.

All but two standing. One, without a cloak, laid facing upward on the roof, the green glow of healing chakra evident even from a distance over his face. Another, this one with bright red hair, kneeling over him, the source of the chakra.

Before the red head, a figure, tall and proud, his black-with-red-clouds cloak unruffled, staring down with a complete lack of expression.

Naruto let out a cry of pure fury as he launched off the tree, shooting forward like a bullet, a Rasengan already formed in his hand. In his anger, he didn't even realise that there hadn't been a clone to help him shape it. He'd managed it by himself.

"Itachi!" It really was astounding how much rage could be shoved into a single word.

Itachi head snapped up as Naruto shot over the redhead's shoulder. Her hair whipped around with the speed of his passage, her eyes widening behind her glasses. Itachi unflinchingly met Naruto's gaze, his Sharingan lazily rotating.

Naruto pushed the Rasengan forward, hoping to grind the Uchiha's face off. Itachi, with practiced grace, stepped easily to the side and let it pass him by. Naruto, snarling, continued forward, and Itachi's arm came up, clotheslining him. The Uchiha swept down and slammed the blond into the roof, pinning his throat under his arm, pressed horizontally.

For a moment there was silence. The Uzumaki squirmed under Itachi, while everyone else, even Kisame, stared at him in complete shock. Except Itachi, of course. He just gazed into his sudden captive's eyes, almost as if the boy hadn't just tried to murder him. There was something that could almost be called a smile on his face, if you knew where to look.

"Naruto Uzumaki. How nice to see you."

###

As Naruto lay on the ground, pinned beneath Itachi while Kisame and Team Hebi watched in a mix of astonishment and confusion, the rest of the Konoha tracking team arrived.

They sprang onto the roof, arraying behind their most experienced members, Kakashi Hatake and Yamato (or Tenzo, as some people called him).

Needless to say, all of them were just as stunned as those already present.

###

Kakashi Hatake was starting to get worried.

Not because he believed that this wouldn't be the day that Sasuke Uchiha was finally brought back to Konoha, because he knew without a doubt that his team would do it or die trying. And Yamato and Team 8 would keep _that_, at least, from happening.

Kakashi wasn't even starting to get worried because it appeared Naruto had gotten himself in trouble again, and was currently pinned beneath Itachi Uchiha while three unknown shinobi watched, Kisame Hoshigaki grinned, and Sasuke lay on the roof, unconscious to the world around him.

Kakashi was beginning to worry because, although he knew that this situation was already spiraling out of control, he had a gut feeling that it was about to get much, much worse. Because not five minutes ago a strange man with a stranger teleportation jutsu (who Kakashi could have sworn on his life had a _Sharingan_ of all things in his right eye) had run off, telling his apparent subordinate that he'd be back with someone who dearly wanted to meet Naruto and who was apparently brought in because Itachi had done _something_ to alert him to… what? The Uchiha's unstable nature? Akatsuki was an organization entirely made up of missing-nin, monsters, and madmen. Something so mundane as Itachi snapping (again) would not have been such a _transgression _for the mask-wearing Tobi.

So, Kakashi worried about what Itachi had done, why taking Sasuke's eyes had been such an issue (aside from the obvious), and who the new arrival would be.

Though there was, of course, at least _some_ concern for Naruto. The man who had murdered the entire Uchiha clan was rather uncomfortably close to his face, after all.

"Naruto! You idiot!" Ah. That would be Sakura. She always did hide her affection behind harsh words, at least when it came to Naruto.

Kakashi stepped forward. "Let him go, Itachi." Itachi looked up, and Kakashi averted eye contact, staring somewhere over the Uchiha's shoulder. One Tsukuyomi was enough for a lifetime.

"Copy-Nin Kakashi. How fortunate that you are here." Was Itachi… smiling?

"Let him go." Kakashi resolved that he would immediately forget that he had seen that. The memory of Itachi Uchiha smiling would be far too disturbing. He was glad he hadn't pulled his headband up yet. He didn't want to see that with the Sharingan.

The man gave the Uchiha equivalent of a shrug and leaned back slightly, taking his weight off of Naruto's throat. Naruto promptly scrambled backwards, towards the Konoha ninja, wheezing as he did so. Itachi slowly rose to his feet, and everyone except Kisame watched him warily.

"Don't worry, Kakashi. I'm not here to fight. I have what I came for." Kakashi caught a glimpse of something in Itachi's eyes: his vision was involuntarily drawn to the man's face by the incongruity of such a statement. Whatever it was, it defied categorization. It wasn't malice, or hate, or even fear; it wasn't the cold indifference that Itachi had reeked of every other time he and Kakashi had met. It was almost wistful, and Kakashi had no idea what it was doing in the eyes of a mass murderer.

Naruto recovered his breath and heaved himself to his feet. "Yeah. We heard." He hissed. His fists were clenched, trembling. "Give them back."

Itachi cocked his head at the Uzumaki. "How could you possibly know what I'm talking about? You only just arrived, and Sasuke certainly is in no condition to inform you. And I doubt-" and with this he swept his hand over the three unknown ninja, standing in vague formation around Sasuke, "that any of his teammates have told you."

"There were more Akatsuki members, in the forest. Two. A man who looked more like a plant. Zetsu, I think he's called. And another one, in a mask, who I didn't know. He called himself Tobi." Kakashi carefully watched Itachi as he said this. Whoever those people had been, they'd clearly been planning something to do with the elder Uchiha.

Itachi didn't stiffen. He was already too still for that. Nevertheless, _something_ in in his face froze. "Ah. They must have been keeping an eye on me. What did they say?"

Kakashi wouldn't have answered that question, but Sakura did.

She was stuttering. She could _see_ Sasuke, he was right there… but his brother was in the way. And with him there, Sasuke might as well have been a hundred miles away. "He said-" she stammered, "he said that you t-took … that you took Sasuke's eyes."

Itachi looked unpleasantly surprised. He gave her a small frown. Sakura continued.

"Did you… I mean… is Sasuke really…"

Itachi reached into the sleeve of his cloak and pulled from within a small jar, filled with yellowish liquid. Two small orbs floated within, floating up and down near the bottom of the small container.

Sakura's voice died, nothing but a muffled choke sound emerging from her.

"Bastard." Naruto anger was finally boiling over again. His pupils had become vertical, though his eyes remained their natural blue color. "Bastard!" He broke into a sprint, headed straight for Itachi. The Uchiha gave him not a lick of recognition, acting as if the furious Jinchūriki did not even exist, let alone charging headlong at him.

"Naruto!" Kakashi's voice didn't slow Naruto in the slightest. He continued forward, picking up speed, and brought his fist back. He spun, bringing his fist around with a blow that sounded like displaced air even from tens of feet away.

Itachi's hand came up, effortlessly catching the punch. There was a sudden clap as it did.

Itachi didn't budge. He stared at Naruto from behind his hand. There was a hint of reproach in his eyes.

"As I said: I'm not here to fight." With those words, he spun, flinging Naruto back at the Konoha shinobi.

Naruto landed on his feet next to Sakura, who began walking forward at almost the same moment. She paused, looking back at him, her expression torn. Naruto looked up, finding her green eyes looking into his, though they nervously jittered, as if trying to look at something behind Sakura. Which they were: Sasuke was back there.

Naruto understood. With a grim smile, he gave a small nod. Sakura nodded back and kept walking, striding past Team Hebi towards Sasuke's prone body. She bent over it and began talking to the girl healing him.

Kakashi most of this the barest attention he could spare. Instead, he asked Itachi a question that had been gnawing at his mind since the masked man had left.

"Tobi said that he expected you to die in your battle with Sasuke. I don't know why, since you clearly outmatched him. Before he left, he said two things. Firstly, that he'd have to 'deal with you.'" Itachi shrugged. He'd clearly expected that. Kakashi went on. "Secondly, that he was going to Amegakure to get someone. Someone, I can only think, who is meant to 'deal with you', and who he said dearly wanted to meet Naruto."

For the first time in his life, Kakashi Hatake saw real emotion of Itachi Uchiha's face. The fact that the emotion was a mixture of shock and undeniable _fear_ would have been extremely gratifying in any other situation, but now it only filled him with the queasy feeling. It was the same feeling he'd had in Wave Country, the feeling he'd felt at Kannabi Bridge, the feeling he'd had on October 10th, sixteen years ago.

The feeling that people were about to die, and that there was nothing he could do to stop it.

"You should all leave. Now." Itachi Uchiha said, turning to Kisame as he did so, tossing him the yellow jar he held. Sasuke's eyes bobbed within. "Kisame. Go. Get out of here. If I survive, return. If not…" Itachi gave a real shrug, moving his shoulders and everything. "It was good to have you as a partner." Kisame nodded, and took off, speeding out of the town and disappearing into the forest.

_'What the hell?'_

"Hey, what's going on? I wasn't done with-" Suigetsu stepped forward. He'd spent the last few minutes gulping down water, frantically restoring his chakra, and he finally felt enough bravado to stand up to Sasuke's brother.

That bravado vanished as soon as the man turned and looked him in the eyes. His eyes, red and spinning, were far more intimidating than Sasuke's had ever been. They looked as though they'd been painted onto Itachi's face. While the eyes transfixed Suigetsu, Itachi spoke to the rest of the group.

"Someone is coming, soon. Tobi will return with him in several minutes. If any of you are still here, he will kill you. And if Naruto is still here, he will take him. I will draw him off, but you all must get out of here now if you want to have a chance of escape. Take Sasuke and go."

Everyone stood, stunned, staring at Itachi. Finally, Shino of all people spoke up. "Who is coming?"

Itachi stared at him. "The leader of Akatsuki. Or at least, the figurehead. He is more powerful than you can possibly imagine. You all must leave now, or everything will be lost."

_'I am God.' _Itachi hadn't ever seen Pain in action, but he doubted the man made many empty statements. And now, after his intensive use of Tsukuyomi on Sasuke, not to mention the shadow clones and the Amaterasu… he was hardly in any shape to be fighting a deity.

"The leader of the Akatsuki is coming here? Now?" That was Naruto again.

"Yes. Coming for you, Naruto. Leave, now." Itachi was beginning to sound frustrated.

"And why the hell should we trust you, bastard?! Give Sasuke his eyes back instead of handing them off to that freaky fish guy, and maybe-!"

"Naruto." Itachi's voice, once containing infinite patience, now was terse, his face stern. "You said to me that you were more of a brother to Sasuke than I ever was. And you were right. You have supported him, pushed him to better himself, made him stronger. All I have done is given him a lifetime of hatred, ruined his mind, and taken his eyes. You have to _get him out of here_. If you do not, everything I have done, everything you have done, and everything _he_ has done will have been for nothing. We will both be dead, and Sasuke will have it far worse."

Naruto shut up, his face stricken.

There was a moment of silence as Itachi stared at Naruto, everyone stared at Itachi, and Team Hebi wondered what the hell it had wandered into.

The silence was disrupted by a bizarre noise. It sounded like a generator heating up, or water running over stones. But it was neither of those things. It was _wrong_, the kind of noise never meant to be produced in the natural world: high pitched and low, thrumming and monotone. Everyone on the roof stared to the south, towards the edge of the building closest to the forest. There, a small hole in reality opened, a pinprick into an unknown darkness floating in the air. There was a rush of displaced wind, and a figure swirled out of the hole, landing on its feet with no hint of unease.

He was tall and slender, with long bright orange hair, most of which was pushed up in a ponytail behind his head, leaving the rest to fall to his right. An Akatsuki cloak with an unusually high collar sat loosely upon him, rumpled as if he'd worn it to bed. His face was studded with bizarre piercings, black rods embedded in his chin, cheeks, and forehead. A strip of metal passed through the bridge of his nose, connecting the two rods on his cheek. He wore a hitai-ate, the symbol of Rain upon it scratched out.

But strangest of all were his eyes. They were bright purple, with no iris to speak of. Instead, the pupil sat amidst a series of concentric rings, four in total.

_'Too late.'_

Itachi sighed.

Karin, on the other hand, frowned. The man's chakra was completely bizarre. It was if he didn't have any of his own. Instead, the rods embedded in his face (and, she could feel, throughout his body) seemed to be pumping it into him. But the chakra coming from those rods…

She shivered. The chakra was ice cold, and _thick_. Thick like molten concrete, pulsing through the system of the person in front of her like slag through wide pipes. It was the most terrifying thing she'd ever felt.

No one else in the group was a sensor, of course, but Juugo, Suigetsu, and Sai all noticed her reaction. Sai didn't know what to make of it, but both the other members of Team Hebi did, and they immediately put themselves in a more comprehensive defensive position around Sasuke.

Sasuke chose that moment to wake up.

###

The first thing he noticed was that it was dark.

Very dark. Indescribably dark. The kind of darkness that all people feared, the kind of darkness that refused to be penetrated, that surrounded you, bound you, clothed your senses in panic and robbed you of your reason.

Sasuke was an Uchiha, so he didn't do any of that. Instead, he was, as most people would put it, mildly perturbed. And curious. Why couldn't he see?

Oh. Right. Itachi had ripped his eyes out.

It seemed like he should have felt more strongly about that.

He opened his eyes. Or tried to. Maybe they were already open. He wouldn't have noticed the difference.

He couldn't see. But he could hear. First, a rush of displaced air, and a sudden squealing noise.

He heard muttering above him. One of the voices was unmistakably Karin. The other one sounded very familiar, but he couldn't quite place it. It was stirring up old memories.

Was that… Sakura?

"Sakura?" His voice sounded old, unfamiliar. What was wrong with him? Everything seemed so… detached.

There was a moment of silence, and then…

"Sasuke!"

Yep, definitely Sakura.

He felt someone wrap their arms around him, lifting him off the roof, and he chose not to resist. The way he was being squeezed, he was sure it would be pointless anyway.

"Sakura." Sasuke said, his voice muffled. "What did you do to me?"

He felt her pull back, and he didn't need to see to know she was blushing. "I didn't do anything. Karin's been looking after you. She gave you something to dull the pain."

Ah. That would be why the place where his eyes should have been didn't feel like it was on fire. And why the notion of Itachi stealing his eyes only seemed mildly worrisome. He was on some kind of painkiller. Or painkiller jutsu. Did Karin have anything like that? He'd never asked her. He'd just known that she had been a healer that even Orochimaru didn't fully understand, and so he'd recruited her.

"Karin." He didn't turn his head: he had no idea where she was in this darkness. "Do you have any kind of painkilling jutsu?"

He heard her to his right, and did his best to look in her direction. She sounded confused. "Ah, yes Sasuke, I do. But I've already used it on you. Are you-"

"No. I'm fine. More than fine actually. Kinda dark though. Where are we?"

She answered him, now sounding even more confused than before. He distantly supposed that she was surprised by his dull reaction. "You're outside the compound, Sasuke. Back in the town. Your brother took you to us."

By us, she meant Team Hebi. Sasuke knew that. The fact that his brother had taken him here briefly struck him as something he should be concerned about, before floating away.

"Alright." He lay back down, closing his eyes (though this, of course, did nothing). With Hebi here, he'd be fine.

"Sasuke." It was Sakura's voice again. He ignored it. He had left her behind. He didn't have to worry about her anymore.

"Sasuke, we have to go." She sounded scared.

"Go?" He murmured, already about to drift off to sleep. "Go where?"

"We have to get out of here, Sasuke. Someone's here."

"Who?"

He heard a deep baritone, directly in front of his face. Someone was bending over him, very close to his face.

"**Me**."

There was a brief bang, a shuffling sound, and a yell that Sasuke knew all too well. A yell that only a certain blond idiot could belt out.

"Sasuke!"

Then, someone had picked him up, and he was flying through the air.

Sasuke wondered who the man with a deep voice had been. He hadn't been familiar with it.

He landed on something, the person carrying him laying him down quickly and comfortably. The bark beneath him told him he was up a tree.

"Sasuke." That voice… that voice he knew. That was-

"Itachi." He spoke back, unable to summon up any real emotion behind the name. He wished he could. He truly wanted the man in front of him to know how much he hated him.

He could almost feel the raised eyebrows. "You're drugged. This for the best, I suppose, but…" The voice trailed off, before picking up again, as strong as before. "Sasuke, if I do not survive this, it is unlikely you will either. Nevertheless… know that no matter what happens today, I have always loved you, and that I… I am so sorry for what I have done."

Sasuke laughed. It wasn't a cruel sound: he wasn't cognizant enough for that, but it cut Itachi deeper than the older Uchiha ever had been before. "That's funny, Itachi." He said. "That's the funniest thing I've ever heard. I never knew you could be so funny."

Sasuke laughed again, and it was the laugh of an idiot, or someone who'd just hit their head. It was exceedingly stupid sounding, especially coming from the stoic Uchiha. The worst part that was that it was completely lacking in malice: by all indications, Sasuke found the idea of Itachi loving him in any way, shape or form to be the most hilarious thing in the world.

Sasuke didn't know how glad he should have been that he could barely understand himself at that moment.

There was a beat of silence. He heard a sigh. "Sleep well, little brother." Then something hit Sasuke in the back of the head, and he heard no more.

###

"Was that Sasuke laughing?" Was Naruto's first question when Itachi returned. He couldn't believe it; he had _never_ managed to get the bastard to laugh, and Itachi had done it in less than a minute.

Itachi didn't move for a moment. "No." He responded after a short silence. "It must have been your imagination."

Naruto shook his head. What had he been thinking? This guy had no sense of humor. No way he could get Sasuke to laugh.

"Oh, okay." Frowning, Naruto turned to the new arrivals: the man in the mast, and the weirdo with purple eyes. "So, who are these guys anyway?"

Itachi didn't answer. Tobi, however, did.

"There's no need to concern yourself with that, Naruto. _I_ am nobody. However, my friend here…" And Naruto swore that he could _hear_ the smile, cruel and cold, that formed behind the swirling mask. "_He_ is very special." With that, he turned to the over-pierced man. "Pain. Capture the Nine-Tails." Then, sounding very put upon, "And Sasuke too, if you can manage it. Don't let Itachi leave here alive."

The man nodded, and Tobi turned back to the group, all of whom had taken staggered positions across the rooftop. "I'll be leaving now." He said, with an audible chuckle. "I interrupted something back in Amegakure, and I promised Pain I'd take care of it. So, Naruto-" A whirlpool of chakra formed around his visible eye, drawing him into it.

"-see you soon."

And with that final goodbye, the masked man was gone, and Team Kakashi, Team 8, Team Hebi, and Itachi Uchiha were left to face the strange man across the rooftop.

There was a stretch of silence as the purple-eyed man faced everyone, and in that empty moment a great many decisions were made.

Naruto, of course, decided that this was just one more challenge, and that not even the apparent leader of Akatsuki would stop him from taking Sasuke back to the Hidden Leaf. He would sacrifice himself if that were what it took to save his friends.

Sakura swore that she wouldn't allow anyone to die, not here, not when they were so close to the goal. It would be a cruel joke to make it this far, only to lose Naruto as well as Sasuke.

Sai decided that taking out the leader of Akatsuki would benefit the Leaf immensely. And distantly, that he would cut out his own heart before letting any of his new friends get hurt.

Kakashi decided, once more, that none of his comrades would die today.

Yamato decided, once more, that his _taichou _would be breathing when he dragged him away from this battle.

Kiba decided that he would finally prove that, while he may not be as strong as Naruto anymore, he was still more than enough to take a clown with awful fashion sense like this; particularly with his team here.

Hinata made a similar decision to Naruto's: she would prove to herself, and to _him_, that she was a kunoichi worth her hitai-ate, and that she would never go back on her word.

Shino decided, somewhat fatalistically, that no matter what happened next, he would make this man remember him.

Karin decided that no matter what, Sasuke would not be taken by this man. If that meant working with the Konoha shinobi, or even Itachi, so be it. And if it meant fleeing while they occupied the enemy, the same.

Juugo made the same decision, though his thought process contained more words along the lines of "grind" and "crush". His curse was already spreading over his face, and he was twitching with the urge to throw himself forward. The last few minutes had been very stressful for him.

Suigetsu… was of two minds. One part of him screamed for him to survive the fight no matter what, and if that meant abandoning Hebi and making a run for it, fuck 'em. The other part, nurtured over the past few weeks, determined that no freaky eyed bastard was going to hurt Sasuke or Karin. Juugo, though, could take care of himself. Suigetsu was pretty sure the big guy couldn't die anyway.

After some struggle, the second decision won.

Itachi, for the first time in many, many years, went with his first instinct. Itachi Uchiha decided that he would protect his younger brother, or die trying.

Even if his brother found the idea of him loving him a joke, Pain _would not _take Sasuke.

Dozens of miles away, Nagato frowned. Itachi Uchiha was smiling, a teeth baring grimace that was more like an animal snarling than anything else, but was a smile nonetheless.

Nagato Uzumaki decided that, smiling Uchiha or not, he would not back down with peace so close to his grasp. For the downtrodden of the ninja world, for his parents, and for Yahiko, and for the dream he and his friends had fought, bled, and died for, he would _never_ turn his back on what needed to be done. Peace would be achieved.

No matter the cost.

###

AN: God, you think there's enough foreshadowing in this? I may have overdone it.

This chapter was a bitch to write. And initially, it came out rather... dull. It's definitely not as good as the first one, though I'll tell you this: chapter three is pretty cool. I had to drop a lot of stuff for the sake of pacing, and it still ended up pretty chunky. Poor Suigetsu, relegated to a bit role. That seems to happen a lot to him and Kiba.

Oh, and also: without the exemplary beta-ing of Ekusukallybaa, this chapter would be far less palatable then it is. Everyone give him a round of applause. 

If you're observant, you may notice something strange about the Pain that Tobi brings to Itachi. Don't worry: it **is** on purpose. Hell, I expect a couple of you to figure out exactly what it means. There are a couple clues. At any rate, the meeting between him and Tobi in Amegakure will be covered in a later chapter. Motivations, concerns, and desperate plan shall all become clear.  


Another thing: if you are super smart like Ekusukallybaa and noticed the fact that Nagato is rather far away, which should interfere with his control in regards to his Paths... well, you're right. You get a cookie. Don't worry: I'll explain exactly how this affects the oncoming fight in a later chapter.

Fun Fact: You can cry without eyes (The reason I researched this should become obvious eventually). Tear ducts are a separate thingamabob, apparently. Which brings up a question: where does the blood from Mangekyō Sharingan use come from? It's pretty clear it represents some sort of damage being done directly to the eyeball. So, does it just kinda… leak out of the eye, and spill over? Gross.

Anyway, hope you enjoyed this chapter. Leave a review if you did. Or if you didn't.

Till next time. Serendipity, out.  



	3. Underestimated

Not Sick Ch 3

Refusal: Part 1

Itachi was the first one to break the silence.

"You are not Pain." He said, his mouth twisting. "You have the same eyes, but you are not him."

The pierced man inclined his head, but remained silent.

"What do you mean, Itachi?" Kakashi asked. He had oriented himself so that he could watch both the new arrival and the Uchiha simultaneously: he still wasn't sure what Itachi would do now.

"I have met Pain before. He was not this man. He had similar hair, and the same eyes, but he was a different person." Itachi explained.

"And what are those eyes, anyway?" Sakura spoke up, near the rear of the group. "They're pretty strange."

"That," Itachi said, "is the Rinnegan."

"The Rinnegan!?" Kakashi's eye went wide. The other one remained closed; his headband was raised, but his Sharingan was still hidden.

"What, what? What's the Rinnegan? Kakashi-sensei, what's the big deal?" Naruto's teacher was as alarmed as the blond had ever seen him: his mask was doing nothing to actually _mask_ his shock.

Kakashi didn't answer. Instead, at that moment the purple-eyed man ran through a series of hand-signs. All of the shinobi watching sprung back: it was a terrible idea to rush someone who was in the midst of forming an unknown jutsu. However, their precaution was unneeded: the man slammed his hand down onto the roof, and in a puff of smoke five more figures appeared, standing in a v-formation.

Kakashi cursed. That had been like no summoning he had ever seen: the hand-signs certainly hadn't matched one. Now, the enemy had been able to summon reinforcements.

The new arrivals were eerie, pale in the bright light of the mid-day sun. They all wore Akatsuki cloaks, some tattered, as if by recent fighting. In addition, they were also all pierced by the same bizarre rods as the first arrival: metal was stuck into them indiscriminately across their face and body, ignoring any discomfort it would have caused. With the exception of a single bald one, their hair was uniformly orange, looking out of place on their pale, papery skin.

And they all shared the same unnatural purple ringed eyes. Six sets of them, all staring with the same intensity at the group.

Kakashi felt a chill jolt down his spine. What were these things?

He heard Itachi behind him, speaking with the same steady passivity. The man really was a genius at hiding his emotions if _this_ didn't unsettle him in the slightest.

"The Rinnegan, Naruto, is the most powerful doujutsu this world has ever seen. It is said that in ancient times, the Sage of the Six Paths possessed it, and with its power he-"

"Became God." Interrupted one of the new arrivals. A body stepped forward from the v-formation. It had the least intrusive piercings of the group: only three bars through its noise, and spikes protruding from its lower lip. Its ears, however, were positively full of metal studs.

"Pain." Itachi inclined his head respectfully. "That is not quite how I would have put it."

"It is irrelevant how you would phrase it, Itachi. It is the truth, and that is all that matters. Now, tell me. Madara claims you have betrayed our cause. Why have you done this?" The man's voice was deep and steady, almost like Itachi's own. But unlike Itachi, every word was filled with absolute confidence, and overbearing will. He did not even deign to look at anyone other than the Uchiha, seemingly not even viewing them as threats.

'_Madara?' _Kakashi's eye got even wider. The man in the mask was Madara Uchiha?

"I have not betrayed anyone." Itachi responded, his face settling back into its traditional neutrality. "I'm just acting selfishly now. For the first time in ten years, I have decided to be my own man. I am not moving against you, Pain. My dream is no different from yours. I simply wish for peace, and I simply wish to leave."

"You know I cannot allow that. You know too many secrets, Itachi. And where would you go? The Leaf will not receive you well, I imagine." Pain looked genuinely curious, though his eyes became no less intense for it. The rest of the orange haired men stared blankly, unfocused.

"I am not going back to the Leaf. That is reserved for my brother."

"And I can not allow that either. Madara has ordered me to retrieve Sasuke if at all possible."

"That. Won't. Happen." Itachi's voice didn't change in the slightest, but the amount of killing intent he projected would have knocked out most genin. Pain brushed it off like it was nothing.

Akamaru whimpered. Kiba patted his partner's head, not taking his eyes off of the cloaked men for a moment.

"I see. That is unfortunate, Itachi. I assume, then, that you will not help me capture the Kyuubi?" As he spoke, he turned towards Naruto, staring right at the Jinchūriki with an emotionless gaze. The blond stared right back, determination etched on his face.

"No." Itachi turned to Team Hebi. "Get Sasuke out of here. I don't care where you take him, as long as it is away from here."

Karin and Suigetsu shared an uncomfortable look. Juugo didn't take part in it: he'd been staring at the ground for the last few minutes, controlling his breathing and desperately trying to keep his curse from overwhelming him.

"Uh…" Suigetsu spoke, hesitant. He was all too aware that Itachi could turn him into a puddle without even trying. "You know we're not going to bring him to Konoha, right?"

Itachi smiled. It was terrifying. "You may think that. But Sasuke doesn't have any eyes, so he won't get far without you. And considering that Naruto Uzumaki _will_ be coming after you three, it will just be a matter of time until my brother is retrieved."

"You seem very confident that the Nine-Tails will escape me, Itachi." Pain raised his hand, pointing it at Itachi. The Uchiha stiffened; readying himself to avoid whatever was coming. He began flashing through hand-seals, not taking his eyes off Pain for a second. A genjutsu wove itself over Pain, clouding the eyes of the man who had raised his arm. To him, it would appear as though Itachi had vanished in a swarm of crows, prompting him to begin to search while Itachi attacked directly.

The other purple eyes stared at him. The lead Pain continued speaking, undeterred.

"But I wonder: how good are his chances without _you_?"

Itachi was fast: one of the fastest in the world, in fact. He could catch an arrow midflight, outrun an ANBU, and even grab a single raindrop out of a storm.

But the Mangekyō Sharingan isn't faster than lightning, and not even Itachi was faster than thought.

_'Shinra Tensei.'_

An unstoppable force, a wave of manipulated gravity, shot out of Pain's body, cratering the stone on which he stood for a meter around, and struck Itachi full on. The elder Uchiha flew back, reeling from the blow, and less than a second later hit a telephone pole, long since disconnected from any sort of wiring but still standing, while traveling somewhere around three hundred miles an hour.

Itachi exploded through the pole and kept going, only slightly slowed. Shortly afterwards, he hit something else: a rather large tree, planted in the outskirts of the town. A normal human would have died instantly (_again_, since a normal human would probably not have survived destroying a telephone pole with their _body_), crushed against the unforgiving bark. But Itachi was _Shinobi_, and an Uchiha besides that, so instead of dying the red glow of his Susano'o sprang up around him, blunting his impact against the tree. Thus, Itachi did not die: he was merely shoved several feet _into_ the centuries old wood, breaking a couple of his ribs, snapping his left leg and almost cracking his spine, before the normal operations of gravity asserted their dominance over him and sent him plummeting into a thirty foot free-fall.

The Susano'o faded away, Itachi's blurred mind unable to keep it maintained through the intense pain in his back and the burning in his eyes. He hit the ground, a landing that broke both his right arm and wrist as he crashed to the grass awkwardly, stunned.

'_What?_' Was all Itachi had time to think. _'No signs; no warning. What hit me? How…' _

Red flashed across Itachi's vision as he tried to haul himself to his feet. He had to get back. He had to protect his brother. His Susano'o wasn't rising. He couldn't feel his legs.

Itachi fell to the ground, his hands going limp. His eyes, the Mangekyō still worthlessly whirling, slowly closed.

_'Sasuke. I'm sorry.'_

Pain lowered his hand and turned to face Naruto, who took a step back.

"One down."

###

'_Oh my god.'_

To everyone on the roof of the townhouse, it looked as if Pain had merely _glared_ at Itachi and instantly sent the deadliest Shinobi the Leaf had produced in a long, long time on a short flight and a shorter fall, without taking a breath or moving a single muscle.

Pain lowered his arm. "I do hope that none of the rest of you are possessed by the same foolishness as Itachi." He said, scanning the ranks of the ninja before him. "Some must die so that others can live in peace. Will Itachi be your sacrifice? Give up Naruto Uzumaki and Sasuke Uchiha, and you will not be harmed."

No one said a word.

Pain frowned. "Naruto Uzumaki, come forward. If you do not, I will begin killing everyone here, one by one. Starting with-" and he turned, his hand pointing at Kakashi, "-the Copy Ninja."

Naruto stared at the roof, his fists clenched. He didn't want to look up at the man with purple eyes.

Itachi Uchiha had been untouchable. Naruto had never been able to hurt him, never even been able to make him _pay attention_ to him. And this man, Pain… he'd taken out the Uchiha with about as much attention as Itachi had ever given Naruto himself.

Naruto wasn't afraid to fight against overwhelming odds. He's spent his whole life spitting in the face of the impossible. But his friends, the people standing besides him now, they hadn't. None of them were even _close_ to Itachi, not even Kakashi-sensei.

If they fought, they would die. Naruto could feel it.

They would die because of _him_. Because he was too much of a coward to lay down his own life when it really counted.

Naruto's hands relaxed, and he stepped forward.

"No, Naruto!" Sakura went forward as well, grabbing him by the arm. He turned to her.

"Sakura." He said with a sad smile. "I have to."

"No you won't!" She was tearing up; the realization filled her with self-loathing. All she could do was cry? "You can't do this! We can fight! We will help you! Don't go with him! What about Sasuke?!"

At this, Naruto turned back to Pain, his expression fierce. "Pain. If I go with you… you'll leave Sasuke alone. Swear it."

The Rinnegan stared back at the blond teen, weighing him. "I cannot promise that. I have been ordered to retrieve him as well."

Naruto gave the orange haired man a grim smile. "You have to. You need me more. I'm the Jinchūriki. He's just…" he swallowed, his determination wavering. The weight of his words was slowing his tongue. After a moment, he regained his courage. "He's just an Uchiha without eyes. You don't need him. Not at all."

Pain gave a slow nod. "Perhaps… you are right. If you leave here with me, I promise you, I will not pursue Sasuke Uchiha."

Naruto grinned. "That's great. That's all I needed to hear." He took another step forward. Kakashi stood helplessly to the side, staring without seeing. He was about to lose another one of his students, and there was nothing he could do about it. This man, alone, had taken out Itachi Uchiha without effort. He had five companions, all with the Rinnegan, all likely as powerful as him. Logic determined that sacrificing one ninja so the rest could live was the wisest course of action, even if that ninja was a Jinchūriki.

Kakashi's heart broke for the fourth time as he made the decision to save as many as he could.

_'Those who give up their missions are trash. Those who disobey the rules are scum. But those who abandon their comrades are _worse _than scum.'_

But who would be abandoned here? The group, or the individual? To save Naruto would doom everyone else; to save everyone else would doom Naruto.

Kakashi's head sunk to his chest, and his visible eye stared straight ahead, unseeing.

"B-bullshit."

The voice, so quiet that it wouldn't have been heard but for the dead silence punctuated by Sakura's crying, stopped the world in its tracks. Kakashi's head rose, and turned in confusion. Sakura's tears froze, but she didn't turn around.

Naruto stopped dead, one foot mid-step, and cranked his head around.

"Hinata?"

The Hyuuga stood at the back of the group, her hands clenched in front of her. She was trembling, visibly jittering, and her head hung low, her long bangs obscuring her lavender eyes.

"I s-said-" her face came up, and there was a fierceness there that Naruto had _never_ seen. Hinata had always been quiet, invisible and polite. What was _this_?

"That. Is. _Bullshit_."

Unnoticed by anyone else, Suigetsu took a step or two back. If the last few weeks had taught him anything, it was that he should always be wary of scary girls. And this girl made Karin look like a puppy.

Hinata walked forward, her stride strong. The trembling was still there, but now it wasn't fear, or embarrassment. It was pure, unadulterated fury. Her Byakugan slowly activated, pushed by her lack of control, the veins behind her eyes spiraling out and making her look even more fearsome.

"This is what you will do? This is your nindō? This is what-" she choked, before continuing as if nothing had happened. "This is what I d-decided to be? Who I decided to follow? No. This IS BULLSHIT!" Her voice got steadily louder, and by the end of her short rant she was directly before Naruto, mere feet from him.

"Hinata- I- he-." Naruto was stammering, while Hinata just glared at him. With the Byakugan active, the stare terrified him into silence.

"What happened to never giving up? What happened to never running away? What happened to never going back on your word?" Her voice had gotten calmer, but not by much.

Kiba gaped from where he'd been standing next to Hinata. He couldn't believe what he was seeing. Since when had she grown a backbone regarding Naruto?

Shino merely pushed up his glasses. Beneath his collar, there was a small smile. He had seen this coming.

Naruto was speechless.

Sakura wasn't. "Y-yeah!" She yelled, her voice not quite recovered from her tears. "What happened to that crap about 'It doesn't matter how strong my opponent is'? You said that if they tore off your head, you'd just stare them to death, Naruto. What are you doing now, huh? Just giving yourself up!?"

Kiba joined the fray. "You didn't give up against me three years ago, idiot, and I was kicking your ass! You seriously think we can't beat this guy? Don't be a moron!"

Sai smirked. "I knew you didn't have a penis, Dickless, but I thought you at least had a heart."

Kakashi, Yamato, and Shino said nothing. Team Hebi just watched, stupefied. They had no idea what was going on.

Naruto stared in amazement as his friends berated him. "But- you guys… he's going to… I can't-" A quiet voice struck him silent once more.

"Naruto." He looked down at Hinata, who was still standing rather close to him. "I know you don't want any of us to get hurt. And I'm glad. But please-" her gaze hardened. "You can't stop believing in yourself just because things get difficult. No matter how much pain you've been in, no matter how much suffering you endured, you always got back up and always kept going. Don't stop now." Her eyes dropped, and her voice grew weaker, but Naruto could still easily hear it. "I've spent my life t-trying to catch up to you, and now… I won't let you throw yourself away when I'm so close. You won't leave me behind, not ever again."

Naruto stood, staring at Hinata in a whole new light. The rest of the group, except her, stared at him, hopeful.

"Remarkable." An unwelcome voice interrupted the moment. "I have never before seen a Jinchūriki with such powerful bonds. Tell me-" Pain continued, with the same note of genuine curiosity in his voice that it had held before he had struck Itachi, "do they know of your… affliction?"

Naruto turned, but his friends answered for him.

"What, about the fox?" Sakura's voice had finally dried up, and now she sounded dismissive, almost scolding.

"Yeah, we've known for a while," confirmed Kiba.

"Naruto is merely the jailor of the beast. To hate the container of something dangerous is completely irrational." Shino spoke in the kind of monotone that both Hinata and Kiba had learned to recognize as his form of dry humor.

Hinata spoke more slowly, and looked at Pain as she did, fearlessly meeting his strange gaze. "My father… he once said that what was done was done. That the Kyuubi was the Kyuubi and Naruto was Naruto, and to hate one in place of the other was as pointless as hating the sky for a storm, or the ground for an earthquake."

Naruto blinked. He hadn't known that Hiashi Hyuuga had felt any particular way about him, but he'd assumed it had been the same wary disdain of most adults he didn't know.

Pain blinked as well, an unusual symmetry. "It is a pity, Naruto." He said, slowly stepping back into the ranks of the other cloaked bodies. "A pity that you have made so many friends. No matter: their sacrifice will doubtlessly teach you the meaning of Pain."

Naruto froze. Kakashi didn't. He was filled with the kind of rage that he thought the last twenty years had burned out of him. He had stood by and just watched as Naruto had tried to hand himself over.

He hated himself for that. But he hated Pain even more. Kakashi would be damned before he hesitated like he had again.

"Scatter!"

Naruto, Sakura, and Sai dove to the left, attempting to make it to the tree line around the village for better cover. Yamato followed them, determined to protect Naruto. Two of the Paths of Pain pursued them: though the team didn't know it, these were the Preta and Deva paths.

Team Hebi glanced at each other and then stepped backwards, falling from the roof. They sped into the forest, headed towards where Sasuke was lying unconscious. Karin directed them. Two Pains leapt into pursuit: the Human and Naraka Paths, which stayed to the treetops, close behind the former experiments and disciples of Orochimaru.

Team Eight stayed on the roof, falling into defensive positions. Kikaichū spread out from Shino's sleeves, emerging from hidden holes across his body. Hinata slid into a Jūken stance, one that she herself had invented. Kiba tossed a look, and a pill, at Akamaru, and then settled into a low crouch, growling. Kakashi stayed with them, trusting Naruto to Yamato. He finally opened his left eye: the Mangekyō Sharingan stared out, red and spinning. Two Pains remained to face them: the Asura and Animal Paths.

Somewhere in the forest, Itachi Uchiha hacked up blood.

###

"So, what's the plan?" Suigetsu sounded out of breath: he couldn't believe that Hebi was part of this lunacy. The leader of the Akatsuki, a man with the same eyes as the Sage of the Six Paths, was after them. What could he do against something like that? This wasn't his fight.

"We're getting Sasuke, and then we're getting out of here." Karin's voice, filled with determination and empty of fear, snapped him out of his mild panic. Of course: Sasuke was what mattered right now. He had to save the man who had saved him, and helped him retrieve the Kubikibōchō: he owed him that much at least.

At least that Pain guy probably wouldn't be after them. He'd seem pretty focused on that blond kid, the Jinchūriki (whatever _that_ was).

As Suigetsu thought this, an orange haired blur landed in front of him, crouching as it hit the ground to reduce the impact (which still cracked the earth under it). As it straightened up, it became clear that it had long, flowing orange hair, two extremely thick rods through each of its cheek and one diagonally through its nose, a scratched out forehead protector (the same as all the other bodies), and a small, arrogant smile.

Distantly, Suigetsu was also aware of a roar and a crash somewhere behind him, and Karin screaming: apparently, Juugo had finally lost control, or found another enemy, and the forest was paying dearly. He was only _distantly _aware because he was too busy laughing inside.

Him and his big mouth (or thoughts, whatever). It was going to get him killed.

Grinning wildly, Suigetsu decided that if he was going to die, he wasn't going to go out like that pussy Itachi. He was going to die like his brother had, like the ninja of the Seven Swordsmen always did.

Putting up one hell of a fight.

Pain dropped a sharp piece of the same kind of metal that was stuck into its face into its hand and lunged at Suigetsu. The Hozuki laughed, and swung his enormous butcher's blade of a sword with both hands.

The black metal plunged through Suigetsu's chest, exploding from his back in a welter of water. Suigetsu's chop, on the other hand, hit nothing important: the Pain ducked, and the sword whistled through the air over its head. Its hair, on the other hand, wasn't as quick as the rest of it. Thrown up by the speed of the dodge, the blade of the late Zabuza Momochi chopped off a great clump of it. As the hair fluttered to the ground the metal in Suigetsu's chest, and the hand clutching it, was drawn farther in, trapping it in solid water.

With a smile that was moving rapidly away from arrogant and into annoyed, the Pain lashed out with the hand that wasn't buried in Suigetsu and struck him with a powerful uppercut. Suigetsu's head exploded, water flying everywhere but mostly upward. The body continued as if nothing had happened, bringing the Kubikibōchō around in a diagonal slice. The Pain jumped back, dodging cleanly but also giving time for Suigetsu's headless body to take several steps back, orienting itself and bring its sword around in a ready stance.

The Pain cocked its head. A moment later, Suigetsu's own sprung into existence.

Sticking out of his hip.

"Hey, that's all you got? I thought you were some sort of god or something." Suigetsu said, as his head slowly slid back towards its proper position atop his shoulders, slipping up his torso as it did so. "What happened to all that good shit with Itachi? C'mon, show me more."

Suigetsu didn't think it was a very good idea to taunt the leader of the Akatsuki, but he also figured that he was probably going to die anyway.

So, what the hell?

The Pain stared at him, but didn't speak.

"Ah, not a big talker either. Leave that to the other guy too, then?"

It did not respond.

"Okay then-"

Suigetsu didn't get to finish his sentence. The Pain rushed him, and he stopped as he swung his sword in a horizontal chop, trying to take it in the torso. The Pain went into a slide, breezing beneath the sword, and kicked Suigetsu's legs out from under him. Literally, as they exploded in a cloud of water as he did it. Suigetsu's upper body fell, and the Pain caught him by the head before he could hit the ground. Suigetsu was left dangling, a body without legs being held in the air by his face.

Before he could even think about swinging the Kubikibōchō, the Pain lashed out, chopping through his sword hand with its own free hand. The blade fell to the grass of the forest floor, landing with a dull thump.

"Okay." The hand holding him muffled Suigetsu's voice, but wasn't going to stop him from being a smartass. "That was pretty good. But what're you gonna do-"

Once more, the Pain interrupted him. Suigetsu suddenly felt incredibly weak, as if something deep within was being tugged on. It felt like chakra exhaustion, but thousands of time worse.

'_Oh shit!'_

The Pain had some kind of draining ability he used on contact. Like Samehada, but far, far more effective.

Fortunately for Suigetsu, he knew just how to avoid something like that.

Don't touch it.

Suigetsu's body liquefied, and the Pain was left holding nothing, his hand not even damp, as the puddle that had once been Suigetsu's legs and body combined and slid away into the forest, concealed by the grass and the shadows of the trees above. The Kubikibōchō went with it, the water defying all reasonable physics and carrying it along. The Pain pursued momentarily, but the sword spun at ankle level and it jumped back, taking to the trees and analyzing the puddle as it steadily formed back into Suigetsu, butcher's blade hefted over his shoulder.

"You'll have to do better than that!" Suigetsu grinned, showing his sharp teeth.

Instead, the Pain turned around and fled, heading back towards the town.

That worked too, he guessed.

In the same moment, an enormous presence whooshed over his head. Suigetsu looked up, and found nothing there, except a girl in a pale lavender outfit sweeping by overhead, carried along by something that he couldn't spot. Behind her, a boy in a white cloak and a large dog the same color as its owner's clothes chased after her, yelling and barking in synchronicity.

And as suddenly as they'd appeared, they were gone.

Suigetsu blinked, his eyes widening.

'_That,'_ he thought, '_is _definitely _not my problem.'_

He turned around, and found both Karin and Juugo gone. The sounds of forestry being destroyed, however, continued from deeper in the greenery. If anything, it'd gotten louder.

He wondered if they were having as much luck as he was.

###

Karin wondered if Suigetsu was having as much luck as they were.

She and Juugo had barely made it a hundred feet into the forest before they had been attacked, and Suigetsu had vanished. A monstrous man, almost as tall as Kisame, his face marked by and upside-down V of metal rods and with wild, spiky hair, had leapt from a nearby tree and kicked Juugo through another, sending him flying off into the forest. Karin had run after him: she couldn't hope to take one of these men, who all share the same strangely turgid chakra, on her own.

Juugo had immediately let himself be taken over by his curse, his skin going stony and sanity fleeing from his eyes. One of his arms had become an axe-like protrusion, the other fashioning itself into a crude cudgel, and he'd grown rudimentary wings which sped him across the forest floor.

It was barely enough. The Pain was big, and far stronger than he looked, even with his physique. Several times, he and Juugo had clashed, and although his speed and sense of self-preservation had kept him from any real injury, Juugo hadn't been so lucky, and he'd come away from every encounter with more and more wounds. Wounds that rapidly healed, but they were slowing him down nonetheless. Karin had managed to avoid making herself part of the fight so far. With these opponents, it didn't matter whom she got in the way of: she'd be dead either way.

Another tree fell, and she winced. Juugo wasn't the most accurate person. Even if she stayed here, she'd probably be hit by accident eventually anyway.

She could feel that Sasuke was close. So was Suigetsu, but his presence seemed more diffused: she couldn't focus on him with so much chaos around her. The town from which they'd fled felt like a vortex of dueling chakras.

Sasuke was less than a couple trees away. But she knew that the moment she moved for him, she would lead the Pain right to him.

So for now, she watched.

Juugo went for the Pain again, roaring, the axe cocked above his head. The Pain swept low, another one of the strange metal rods in his hand, and stabbed Juugo through the shoulder. The berserker stumbled back, and the Pain took the opening, his hand flashing out and taking Juugo around the throat.

Juugo was effortlessly lifted off the ground, yelling futilely. Then he suddenly stopped, staring over the Pain's shoulder, as if there was something terrifying there.

Any other time, Karin would have been fascinated to see such a look of confusion and terror of Juugo's face. It looked utterly alien with his current features.

But she didn't get a very good look at it.

Karin didn't get a good look, because something else caught her attention at the time.

Juugo's throat, grasped by the Pain, had turned into a gaping maw and was devouring the hand that held it, closing on it like a bear trap. Pain flinched, and tried to pull away, but was held fast by the unnatural jaws. He said something, in a deep rumbling voice, and Juugo laughed in his face.

Whatever the Pain had said, this was the moment she needed. Karin bolted from behind the tree she'd been hiding, up into the forest and headed for Sasuke.

She heard screams of rage behind her, and a terrible crunching sound. She didn't look back.

She found Sasuke in the crook of a tree branch, his head slumped, his eyes closed. He looked more peaceful than she had ever seen him before, and the sight of it made her slow. A smile crept onto her face. Even now, the sight of Sasuke made her feel safer.

It probably would have been better if he were conscious, though.

She bent over him, picking him up. She struggled a little. Karin had never been the most physical ninja, focusing completely on her medical and sensory jutsu.

Speaking of which: what was that chakra?

She turned, Sasuke in her arms. There was a weak chakra, not three hundred feet away. Juugo and the Pain were still fighting, but she could feel Juugo slowly fading. He was weakening, probably from loss of blood. His wounds didn't heal _that_ fast.

And she felt Suigetsu, more _solid_, heading right for Juugo and Pain.

She grimaced. He would just have to do his best to keep Juugo alive. Because if her suspicions were correct, getting to the steadily weakening chakra in the distance was far more important for _all _their survival.

Taking Sasuke over her shoulder, she set off through the trees, moving as quickly as she could.

'_Please, Suigetsu, Juugo…' _ She pleaded, her face twisting as she abandoned them.

_ 'Don't you _dare _die.'_

_###_

Juugo was starting to think he was going to die.

He wasn't quite sure how he felt about that.

In some ways, death would be a release. He would no longer have to worry about hurting others. He would no longer have to worry about persecution, imprisonment, and power he didn't understand.

But if he died, then Sasuke probably would as well. Or worse.

He hadn't been able to save Kimimaro. His friend had died without him even knowing of his passing. Died alone, and died saving Sasuke.

He _would not_ let that sacrifice be in vain.

So before he died, he could at least do Sasuke the favor of killing this bastard.

Juugo panted, leaning against a tree. He was too damaged: the proto-curse stage had weakened, withdrawing most of its influence. Only half of its face remained grey, his left eye staying a sickly yellow. His hands quivered, desperately trying to mold into weapons, tools, anything to kill the thing in front of him, but they couldn't manage it.

There was a black rod stabbed through his shoulder, and another through his hand. There were countless pieces of the stuff peppered throughout his body, shrapnel from where the Pain had blocked his attacks with the things and they'd been destroyed. The metal was cold, even in his skin, and it was doing… _something_ to his chakra. His rage had melted away, replaced by pain, and he could hardly move. His hand was fumbling with the rod his in his shoulder, trying to draw it out, but he couldn't summon up the strength to pull it out.

The man with purple eyes stared at him. One of his hands was little more than a mangled stump, barely bleeding. He didn't seem to notice. "Where is Sasuke Uchiha?"

Juugo growled. Who did this man think he was? "I don't know." He paused, some of his vitriol fading away along with more of his chakra, as something cold and sluggish pushed it aside. "And even if I did," he amended, "I wouldn't tell you anyway."

The Pain came closer, his remaining hand reaching for Juugo's throat. The cursed man tried to push himself forward, tried to strike the strange-eyed man one last, time, but his legs betrayed him, and he fell to his knees, exhausted. The hand clasped around his throat, and lifted him into the air. It was cold and clammy, the hand of a dead man.

There was a trembling in the air, a roar, and an enormous head rose out of the ground in a burst of purple light. It was demonic looking, even more so than Juugo imagined _he_ looked most of the time. Its eyes were the same ringed purple circles as the man in front of him.

"Tell me: where is Sasuke Uchiha? If you lie, you will die."

"I don't know where he is." Juugo muttered. The fight was literally draining out of him. "You know as well as I. You saw Itachi take him."

"Perhaps. But I find it hard to believe that you truly know nothing."

And that was true. While the first Pain to arrive had surveyed the group and paid Itachi little mind as he fled with his brother, confident that he would return, Juugo _had_ watched where Itachi had gone. He knew, better than Pain at least, where Sasuke was.

"Believe it, then. You will get nothing from me."

The Pain shrugged.

Juugo felt something building in his throat. It wasn't vomit: he'd experienced enough of that after his massacres to recognize that sensation intimately. It was as if something was pushing itself up out of his stomach.

Something that was just _like_ a tongue, but certainly _wasn't_, burst from his mouth, extending towards the demonic face as its own mouth began to slide open.

_ 'Uh oh.'_

A hand reached from the demonic mouth, as pink and slimy as the tongue-that-definitely-wasn't-a-tongue that was coming from Juugo's, and grabbed ahold of it. A boiling sensation shot through him, as if burning mercury making its way down the strange appendage.

'_Oh, that can't be good.'_

The Pain was speaking, its voice full of finality.

"And now, I pass judgment."

"Oh. So this one can talk."

Juugo knew that voice. It was arrogant and dismissive and oftentimes foolish.

He couldn't have been gladder to hear it.

An enormous sword, gleaming silver and black and curved like a butcher's knife, filled his vision, interposing itself between him and the Pain. The hand released his throat and darted back.

"_Too_ _slow_!"

There was a sick "schlick" sound, and suddenly Juugo's face was sprayed with cold, long coagulated blood. He fell, the grip around his neck gone, and crumpled against the base of the tree, breathing heavily. His hand, adrenaline finally getting some grip on him, tore the rod in his shoulder out in a rush of pain and a feeling of relief, and more blood splattered the grass; this time, it was warm.

Suigetsu was standing in front of him, a shit-eating grin on his face. He held the Kubikibōchō in a defensive grip, his hand pressed against the flat of the blade. He looked worse for wear: his features were ill defined, slush-like. But he was definitely doing better than the man behind him. Pain was kneeling on the ground, one arm clenching the wrist of the other. Which was where that arm ended.

The missing hand was on the ground before Juugo, twitching.

Suigetsu turned around, facing Pain. Juugo focused on pulling the metal rod from his hand: he could still feel it filling him with cold chakra.

"You know," Suigetsu's tone was cockiness incarnate, "for a god, you aren't much. I expected more of a fight from you guys, but so far, you've done nothing but disappoint me. I mean, I meant to take the whole arm, but still…"

The Pain just stared at him. "I have severely underestimated you." He said, his features twisting into a severe frown. "I should have focused on the Kyuubi." He got back to his feet, ignoring his missing hand. "I will not be pursuing Sasuke Uchiha anymore. The risk is too great. Take him, and leave."

Juugo smiled, the curse receding even farther. Sasuke was safe.

The Pain stepped back. The demon emerged from the ground once more, and Juugo tensed, getting ready for the strange hand once more. But it didn't emerge. Instead, the mouth dropped, and Pain stepped back into it, the face swallowing him.

The demon sunk back into the ground, and Suigetsu and Juugo were left in the forest.

Suigetsu turned to him, slowly. His face was perfectly still.

'What. The fuck. Was that?" His voice was completely calm, and Juugo almost chuckled. Almost. He still felt all too empty to try something like that.

So instead, he shrugged. "I have no idea." He said. "Let's just find Sasuke and get out of here."

Suigetsu nodded, and they both walked deeper into the forest, Juugo limping, towards where they'd seen Itachi heading with his younger brother.

###

(Earlier)

Kakashi watched as four of the bodies left the rooftop, including the one that had felled Itachi. That one went after Naruto, as well as another, stockier one. Two remained on the roof with him and Team 8: the one that been the first to arrive, and another, medium sized, bald, with an enormous piece of metal sticking out of its chin, spikes from its crown, and wearing a maniac's smile.

He wondered at the apparent differences between the Pains. Did each of them have a separate consciousness, or were they all under the control of one man? If it was one consciousness, how was he splitting his attention between the different bodies? His Sharingan told him that they all had the same chakra: how was whoever was controlling them not being overwhelmed by input? Were they sharing vision, or was the controller nearby, observing and directing? No, that was unlikely, considering that two had gone into the forest. That would break the line of sight. So how-

One of the Pains, the smiling one, made its move, and Kakashi's thought process leapt into overdrive. Now was the time for fighting, and surviving. Figuring out exactly how this technique worked took second priority.

The bald Pain brought up its arm, and Kakashi tensed, ready for another inexplicable pulse of energy taking one of the team from the roof and smashing them into the forest.

That was not what happened. Instead, the Pain's arm split open, like a rapidly blooming flower, revealing within a clutch of chakra constructs that looked a lot like missiles. Kakashi blinked.

'_Uh oh.'_

The missiles launched, fire and smoke streaming from them, and headed en-masse for the group, at least thirty of them. Simultaneously, the other Pain weaved signs and slapped his hand down, summoning, in a puff of smoke… nothing.

Hinata stepped forward and assumed an upright pose as Kakashi's eyes narrowed. There was a strange aura at the spot where the Pain had summoned something, but he couldn't detect anything obvious. He didn't have time to, anyway.

Hinata began moving her arms, a circular motion that brought them around her entire body. Chakra sparked at her fingertips, and even as the missiles shot forward, she yelled.

"Shugohakke: Rokujūyon Shō!"

The air around Hinata was suddenly alive with thin beams of chakra, emanating from her fingertips. The circular motion, up till then merely graceful, became deadly as the chakra lingered, spread, and intersected, forming a sphere of deadly energy around the Hyuuga.

The missile barrage smashed into it and disintegrated, the missiles themselves cut to pieces, some detonating and others merely falling apart. Even the shrapnel of the blasts was caught in the deadly net and disposed of, becoming little more than vapor.

The dust cleared, and Hinata stopped moving her arms, letting the chakra fade away. Then, she started, jumping right and looking left, her hands coming up once more. She had spotted something the rest of them couldn't see with her Byakugan.

A moment later, she was snatched off her feet by something slimy and flexible, carrying her away from the roof and into the forest.

"Hinata!" Kiba yelled, and he threw himself after her, Akamaru close behind. Before he lost sight of them, Kakashi finally sighted what had grabbed Hinata: a giant chameleon, nearly invisible even with the Sharingan looking right at it, with the same eyes the other Pains possessed. The Rinnegan.

Both it and Hinata vanished into the forest, with Kiba and Akamaru close behind. Kakashi turned back to the Pains: Kiba could handle that thing.

The bald one, while he had been distracted, had moved forward, charging him and Shino, an oversized drill springing into place of its right arm, the left becoming shorter, the hand bending back and letting some sort of barrel emerge. The summoner had jumped into the air, gaining distance, and was making more hand signs.

Kakashi glanced back at Shino, and the Aburame nodded back. Without hesitation, the Hatake launched himself upward, swiftly approaching the airborne Path. A Raikiri sparked into his hands, and he drove it forward, hoping to gut the Pain.

Said Pain abandoned its hand signs and struck out, a sharp metal bar falling into its hand as it did. The bar hit Kakashi in the shoulder, his Jōnin vest taking most of the impact. However, it still managed to punch through even without leverage, and Kakashi felt a prick as it pierced the muscle. The metal was incredibly cold.

His Raikiri, on the other hand, hit the Pain as it desperately leaned left. It tore through its side, leaving a gaping hole, taking a substantial chunk of flesh just above the right hip. On any normal person, it would have been a debilitating, if not instantly fatal, injury.

The hole did not spray blood. There was no yell of shock. The Pain acted as if nothing had happened. Its leg swung around, taking Kakashi in his already injured shoulder and sending him flying back towards the roof, spinning wildly. He smashed into it and rolled to his feet, his head spinning.

Okay. The Pains ignored injuries that weren't life threatening. He could work with that. It was just like Kakuzu all over again.

He glanced to his left, and found Shino pinned beneath the bald Pain, its arm cannon leveled at the boy's head. There was a glow building in it, and the Pain was still smiling, a mad look in its eyes.

Shino, as always, seemed expressionless.

Kakashi moved to knock the cyborg off the Aburame, but the other Pain landed in front of him at that moment, striking out with another rod. Kakashi blocked, redirecting it, and winced. His injured shoulder was hampering him. He struck out, a lightning fast kick, and the Pain leapt over it, bringing around a hammer blow meant for Kakashi's head. With the Sharingan, he saw it coming a mile away, and stopped it cold with a painful elbow block that should have shattered the Pain's hand: instead, it landed as if it hadn't been hit (again) and came for him (again).

He spared a glance for Shino, just in time to see the other Pain shoot the Aburame in the face. It was not a beam of energy, as the glow had made him assume; instead, it was a solid slug, the size of a child's hand, which smashed Shino's head apart like a dropped watermelon.

There was no blood. Kakashi was unpleasantly reminded of his own opponent. He heard the sound of shattering wood off in the distance.

The Aburame's body exploded into a swarm of Kikaichū, which promptly covered the Pain that had shot them from head to toe. The real Shino made his presence known in the same moment, bursting from the stone rooftop beneath the feet of the Pain Kakashi had been fighting and catching it with a blow to the gut, right next to the injury Kakashi had already managed to give it.

The Pain went airborne, and Kakashi followed it, smashing it back into the roof with an axe kick.

It bounced with the impact and rolled away, Kakashi chasing it. Shino, on the other hand, went after the man he had covered in insects. His hand came up, directing the Kikaichū, and the insects swarmed with new purpose around the man.

A red and black blur smashed into Shino, sending both tumbling over the edge of the roof and deeper into the town. Kakashi's Sharingan caught the whole thing in excruciating detail: another Pain, this one with a small smile and a diagonal nose piercing, had buried its knee in Shino's side as the boy leapt forward. It had come from the forest.

That, he supposed, meant two things. Either the team Sasuke had put together was enough to fight off two of the Pains; or that the team Sasuke had put together had lasted about three minutes against them.

Kakashi didn't want to place a bet either way. Both options weren't exactly good news.

He was left on the roof with the Pain that had first arrived, while the bald one writhed on the ground, blind, its chakra rapidly being sucked away even without Shino present. The one that wasn't covered in insects stared at him, the Rinnegan weighing him, and then turned and retreated, moving towards where Shino had fallen.

Kakashi chased after it following it as it jumped down to street level.

He was not prepared for the side of the building he'd just descended to explode, and a scuffed up Naruto with a small hole in his stomach to emerge from the rubble, sailing through the air.

The Pain he was chasing, however, apparently was, because it turned on the spot and kicked Naruto square in the back, sending him back through the building, two more walls, and into the field that he'd been in for the last few minutes, to Kakashi's knowledge.

Kakashi stared, eyes wide. At least that answered one of his questions. Either all of these bodies were sensor types, or they shared fields of vision. It was the only thing that would have allowed for a trick like that.

The Pain turned and came at him again, and once again he was enveloped in a taijutsu brawl.

Pain was fast, and he was strong. He felt no fatigue, and his eyes seemingly took everything in. His footwork was incredible, and his blows were always sure.

But Kakashi was _Kakashi Hatake_, the Copy Ninja, the Man of a Thousand Jutsu, and in his thirty years he had seen more taijutsu styles, combinations, and techniques than he cared to remember. And while Pain's was certainly deadly, it was nothing particularly special, especially since the wound in its hip was finally beginning to slow its footwork. Against an experienced Jōnin like him, it would only be good as a stalling action, delaying the inevitable.

Which, Kakashi realised, was exactly what it was for. This body was stalling him, waiting for something.

He also realised what that something was when a weight smashed into his back and bore him to the ground, crushing him into the concrete.

He rolled over, and found the bald Pain standing over him once more. The man was still covered in bugs, but significantly less than before. That was probably because of the prongs that had emerged all over his skin: electricity sparked from them, recently discharged. It had covered itself in an electric sheet, frying the Kikaichū.

Its cannon, unchanged from when it had attempted to kill Shino, was leveled at Kakashi's head.

The Copy Nin smiled, his right eye turning into a U while the Sharingan stared, spinning. A Raikiri sparked in his hand.

The cannon fired.

The Pain's arm exploded as the Kikaichū clogging the cannon prevented the projectile from escaping it.

It was an old trick, Kakashi thought as he surged to his feet, the Raikiri ahead of him, but old tricks were often the best. Though he doubted Shino had thought he would ever get to use that particular trap twice in his life.

He buried his lightning covered arm in the Pain's chest, driving it up and out, and the man practically exploded, his spine and front coming apart in the strike. Instead of blood or organs, gears and metal poured from its chest, springs and screws flying in every direction. It was both bizarre and disgusting.

The Pain hit the ground in two halves, its smile never leaving its face, and its Rinnegan dimmed, the rings becoming heavier and the purple darker.

A steady line of Kikaichū poured from its wrecked arm, forming a protective clump around Kakashi.

Kakashi let out a long sigh, and shuffled about, facing the summoning Pain as it stared at him, seemingly with some shock.

He smiled once more, eye curving into a U shape as he settled into a relaxed stance.

"One down."

###

(Earlier)

Naruto jumped off the side of the building, and Sakura followed him. Yamato followed her, and Sai followed them both.

They reached the ground, a stretch of field that prefaced the forest, and broke into a run towards it. In there, Naruto's shadow clones, Sakura's strength, and Yamato's Mokuton would all become far more useful against an isolated enemy.

They didn't make it. Not because they didn't reach the forest. They didn't make it because the forest _moved_.

An enormous force blew over their head, the very air trembling with it, and suddenly the trees that had looked like such a haven flattened themselves like toothpicks. For a hundred meters, the forest became flat, a sea of logs and leaves, and Team Seven plus Yamato stopped, astounded.

They turned around and found Pain settling to the ground about thirty feet away, one of his other bodies following him. This one was stockier, with spikes emerging from the bridge of its nose and beneath its eyes and lips.

"Naruto Uzumaki. Give yourself up." The lead body spoke again.

Naruto just laughed. It was a nervous one, but a laugh nonetheless. "Like hell. I can't just give up. What would Hinata think of me then?"

Sakura looked at Naruto cockeyed. Just yesterday, he wouldn't have placed any more stock in what Hinata thought than he would for any of his other friends. That had apparently changed.

Pain cocked an eyebrow. "Ah yes. The Hyuuga girl. That was a fine speech she gave you. Perhaps you would be interested in knowing what is happening to her now?"

He gestured behind him, and Team Seven looked up just in time to see Hinata snatched up by an invisible kidnapper and carried into the forest, on the other side of the building.

"Hinata!" Naruto took a step forward, but Sakura restrained him.

"Naruto. She'll be fine. Look, Kiba's going after her." She spoke forcefully. He needed to focus on the here and now. It had taken all she had and more to beat Sasori, all those months ago, and she'd still only survived because of Elder Chiyo. Even with these four to two odds, she was still incredibly wary of this Akatsuki leader.

Naruto seemed to control himself, but then his head snapped back to the Akatsuki leader, furious. "You bastard!" He cried, and ran forward, a clone popping into existence besides him. A Rasengan formed in his hand, whirling, and he leapt into the air, bringing it straight down on Pain's head.

The air distorted, the Rasengan stopped and then faded away, and Naruto was thrown back, crashing to the ground and tumbling into Yamato, who caught and steadied him.

Pain, who hadn't moved at all, stared at him. "This is foolish." He said. "You cannot hope to win. You are simply delaying the inevitable."

Naruto just snorted, getting back to his feet. "People have been calling me a fool all my life." He called back. "You're no different from any of them. We'll take you down, and bring Sasuke home."

Pain shrugged, a helpless gesture. "Well then, Nine-Tails." He said.

"Show me."

Naruto grinned and put his hands in a cross. "Kage Bunshin no Jutsu!" He shouted, and several dozen clones popped into existence around him. They all charged at Pain, shouting various battle cries.

Yamato put his hands to the ground, sending branches and roots racing through the soil, twisting about each other, towards Pain.

Sai put his ink to a scroll, calling out "Chōjū Giga!" A moment later, three lions, made of swirling chakra-laced ink, burst from the parchment and threw themselves into the air, racing towards Pain.

Sakura stood at the back of the group, hurling kunai. Just because she was the medic, just because it was her job to die last, did not mean she couldn't contribute.

The second Pain stepped back.

The orange haired man stood stock still, his eyes sweeping the field. One Naruto clone, impetuous, pulled ahead of the rest and cocked a fist back, preparing a haymaker. Several of Yamato's roots burst from the ground and twined around his ankle, locking him in place. The ink lions swept down, roaring, their fangs exposed and their paws drawn back for devastating swipes. A dozen kunai sped towards his chest, ready to fill his ribs with steel.

He took all this in, and spoke two words.

"Shinra Tensei."

The air around him pulsed.

The kunai flew back towards where they came, spinning wildly, forcing Sakura and Sai to duck. Naruto nearly was stabbed in the arm.

The lions above him exploded outward in a wash of ink, splattering the grass before Team Seven with black.

The roots twined around his ankles, making their way up his body, shattered. Chunks of wood shot everywhere, their original form completely destroyed.

The clone battalion flew backwards, tumbling over the grass, disappearing in puffs of smoke. The one that had thrown itself forward had touched Pain's cheek, a mere brush of the knuckles, before it had been pushed back.

Pain hadn't even blinked.

Naruto stared. Sai stared. Yamato stared.

Sakura frowned. No way she was getting close to that.

"O-Okay." Naruto said. "Let's try something else."

"That won't help you, I'm afraid." Pain said, taking a step out of the small crater that had formed around him. He began moving steadily forward.

Yamato spoke. "Split up." He said, his voice commanding. "Spread out. Don't let yourself get caught in whatever that is all at once. And keep an eye on that other one. We don't know what it can do."

Everyone nodded, and broke. Naruto ran to the left, Sakura to the right. Sai fell back, preparing more ink beasts. Yamato held his position: trees, massive constructions of the Mokuton, sprung from the ground around him, forming a primitive fort. Branches split off from it, headed for Pain, who had redirected his walk towards Naruto.

The Akatsuki leader gestured with his hand, and the branches were smashed into the ground, fragmenting and shattering like porcelain. Yamato stared: no one had ever destroyed his bloodline attacks so easily.

Many more shadow clones popped into existence around Naruto, and several began forming Rasengans. Pain broke into a run.

Sakura watched, looking for an opening. As she did, Sai sent more ink monsters: this time, they were tigers instead of lions. She idly wondered what the difference was. Maybe he just enjoyed the variety.

The second Pain was moving as well, catching up to the apparent lead Pain. He drew abreast of it just as they both entered the field of shadow clones.

Pandemonium broke out almost instantly. Clones threw themselves forward, sacrificing themselves to sharp rods of black metal and vicious kicks from both Pains, trying to buy openings for any of their Rasengan wielding duplicates. But anytime there was a break in the Pain's defenses, the air pulsed again, and the charging clones were sent flying back into their own ranks, popping more of their own with the momentum of their bodies before being dispelled themselves.

As that quarter of the field quickly filled with chakra smoke, Sai's tigers sent themselves after the Pains. The stocky one, as if seeing them coming even though his back was to them, spun about, his palms out.

Sakura smirked. They had one of them now.

Except instead of being mauled by the ink tiger, a blue ring sprung up around the Pain. Wherever the tigers touched it, they turned to ordinary ink, covering the Pain in even more black, but leaving him completely unharmed.

Well, that was just fantastic. Apparently he could absorb chakra. Now she _and _Sai were mostly useless, their abilities neutralized by this man's powerful jutsu.

She hoped Naruto had a plan.

###

Inside the field of clones, Naruto had come up with a plan. A stupid, stupid plan (not that that was anything other than par for the course), but one that he was pretty sure would work. The Pains were dispelling his clones too quickly, with sudden strikes that accomplished their only purpose (that is, dispelling the rather fragile clones), but that weren't very strong on their own.

Willing away the Rasengan he'd been holding onto, he made his way through his clones. They gave way for him, somehow recognizing that he was the original. He still didn't know how they did that. Finally, he found his target: the stockier Pain was whirling about with a rod of metal and a glowing blue hand, both of which dispelled whatever clone they touched (or, in the rods case, stabbed).

Naruto grimaced. This was gonna suck.

He threw himself forward, acting like one of his clones trying to buy a Rasengan hit, and the Pain reacted as he thought it would have, spinning about and stabbing him in the gut with its metal rod.

But Naruto didn't dispel. Instead, he reached down and grabbed hold of the hand holding the rod, drawing the Pain closer to him.

Purple rings looked at him in shock, before there was a spark of realization. But by then, it was too late.

From all sides, clones dog piled the man, some with Rasengans and some without. They bore him to the ground, punching and kicking and stabbing, as many getting dispelled as joined the pile every moment. Naruto grinned, staggering back and holding his stomach. The wound was unnaturally cold: it felt like ice water had been injected into his veins.

A hand clapped down on his shoulder. He froze, turning his head.

The other Pain was right behind him, glaring. There were no clones back there: he vaguely had memories of the man _pulsing_ and drawing them all towards him for a vicious spree of stabs and kicks. He'd been more focused on the memories of the man in front of him getting multiple Rasengans pushed into his chest simultaneously.

"Impressive." He said. "You would use yourself as a pawn in your own strategy. Your dedication is commendable."

And then he spun and threw him. Midflight, he felt something push out from the man and weave itself over him, helping him along. He also felt of his clones pop from the force emanating from the man.

'_Uh oh.'_

Naruto was blown through the air, crashing into the side of the townhouse, the building he'd jumped down from, and exploded through the stone wall.

He flew through the interior, too fast to make out any details, and smashed through another wall. This one seemed to be a bit harder than the one before it.

'_OW.'_

He barely had time to comprehend what was on the other side of the building (was that Kakashi-sensei?) before something kicked him the back, _hard_, and sent him flying back towards another stone wall.

He blew through that one. And the one behind it.

He hit ground, soft and grassy ground, and rolled and tumbled across it until he smashed into something even more unyielding than the walls, finally coming to a stop.

He looked up, and found Pain staring down at him. He had crashed into the man's legs, and the Rinnegan wielder hadn't given an inch.

"Will you surrender? You cannot fight Pain unless you comprehend it, and I am sure that you do not." The man said.

Naruto chuckled, the sound broken. Blood flecked from his mouth, splashing the man's feet.

"Ha." He said. "No way. After that? _You_ should just give up on me giving-"

Then his head lolled to the ground, and he passed out.

###

"Naruto!" Sakura cried out. Her teammate was sprawled at Pain's feet, unmoving, blood trickling out of his mouth. The man was just looking down at him thoughtfully.

A moment later, someone echoed Sakura's cry.

"Naruto!" Sakura turned, and found Hinata and two Kiba's sprinting out of the forest. Both of the Inuzaka's were covered in some sort of horribly shiny slime, but the one in front looked… _chunky_, for lack of a better word. He was splattered all over with red and purple fluids, and so was the one behind him. They left a shining trail of the liquid through the grass, the stuff sliding viscously off of them.

Sakura blanched. "Oh my god, Kiba, what happened?" The Kiba she had addressed, the one in front, barked. She turned to the other one.

"Don't worry about it." He said, looking as though he wished he could follow his own advice as something greenish dripped from his hair. Shaking his head, he looked at Pain, who was still staring at Naruto. "What happened _here_?"

"Naruto's down. We've got to get him. I can heal him, but I'll need cover." Sakura said, her voice not at all informing anyone around her of the uncertainty she felt.

Sai made himself known. "I can handle that." He said. "Just get Dickless out of there."

Kiba and Hinata nodded, and broke into a run, headed for Naruto. Sakura followed them. Sai stayed behind, and began an elaborate drawing, his brush flying over the scroll. Yamato, seeing what the team was doing, fell back to support Sai.

Pain looked up from the unconscious Jinchuuriki, his gaze narrowed. "More of you. Why do none of you ever surrender?"

None of the Konoha shinobi gave any response. Instead, the Kiba's growled, and Hinata just shouted.

"Jūho Shōshiken!"

Twin lions, made of seething chakra, formed around the Hyuuga's fists.

She charged straight in, her mouth set in a determined line, while Kiba and Akamaru split up and began circling Pain while Sakura watched, waiting for Pain to drop his guard.

"Pointless." The man said. But instead of raising his hand and blasting Hinata away like Sakura feared he might, he dodged, a minimalistic movement that let the Lion Fist blaze past him as he pulled yet another metal rod from his sleeve. How many of those did he have?

Also, why hadn't he used his jutsu?

Hinata altered her punch, her left hand going down and striking the rod as it went for her unprotected abdomen, snapping it in half. She spun, another fist rising to strike Pain in the head, and he swept back, the chakra brushing his face. Simultaneously, both Kiba and Akamaru leapt into the air, spinning.

"Gatsūga!" The Inuzuka and his partner spun faster, becoming a practical tornado in the air, and both went straight for Pain, hoping to catch him between them. As they did, more and more of the liquid flew off of them, splattering the field.

_'Seriously, what is that stuff?'_

Pain ceased his retreat, and Hinata leapt forward. As the Hyuuga and Inuzuka converged on Pain, his hands came up, as if bracing something to the sides of him. He spoke.

"Shinra Tensei!"

The shockwave came once more. Hinata flew back, tumbling over the ground, the chakra around her hands petering out. Both Kiba and Akamaru were tossed away in opposite directions, making similar yelping sounds. They crashed to the ground on all fours and slid back, snarling.

Sakura charged, one of her fists already pulling back, with two bunshin at her side.

If her hastily constructed theory, brought together in the last ten seconds, was correct, then this would work. Probably. Pain, from what she had seen, hadn't constantly been using his jutsu since the fight had begun. When he had been fighting Naruto's clones, he hadn't simply destroyed them with its powerful pushes. There had always been a delay before the next blast, between five to fifteen seconds, even when he had a perfect opportunity to use it.

All jutsu had drawbacks, no matter how powerful they were. Perhaps Pain's was a cooldown of sorts, a period during which he had to wait before he could use it again.

Or maybe he was just conserving chakra, and she was about to become intimately acquainted with the ground.

Pain's head snapped up, his eyes seeming to absorb every detail. She felt, in that one second, that he had analyzed everything about her.

She tried to imagine what he might have been thinking about as he saw her charging at him. Female. Not especially muscular. Had stayed out of the fight till then. No doubt a Medic-nin, then. Desperately attacking as her friends were blown away. "Futile," He would call it, or something pretentious like that. He didn't even look at her clones: she felt that he saw right through them.

One hand came up, the palm extended and ready to block her blow. In Sakura's mind's eye, she could see the whole thing play out, as Pain would have envisioned it. She would crash into him, her hand stopped cold by his. His other hand would sweep forward, one of those metal poles gripped in it. The pole would punch into her gut, crippling her. She would fall, stricken. Naruto would be free for the taking as the other Konoha ninja recovered. He would have won.

Sakura grinned, a sadistic smile that drew her lips back from her teeth into a vicious snarl, and in the frozen moment before her blow landed, she saw Pain frown.

Her fist slammed into Pain's palm. The hand bent backwards, horribly broken, and there was an ear-piercing snap. Pain's palm was suddenly face up, parallel to his forearm. The force of the punch ran up his arm, and his shoulder dislocated with a horrible crack.

The Rinnegan widened. Sakura grabbed his forearm, ignoring the brush up his flopping hand against her wrist. She pulled back her other fist and channeled chakra to it. A _lot_ of chakra. Pain brought up a knee. She blocked it with her own, wincing at the impact. Blood ran down her shin.

_'An iryō-nin must be the last to fall.'_

Pain hammered her knee again. More blood flew.

_ 'An iryō-nin must never fight on the front lines.'_

She responded by crushing his forearm in her grip, pulping the bone completely. Shards cut through her gloves, poking her hand.

_ 'An iryō-nin must dodge, not engage.' _

Pain's other fist came forward, aimed for her face. Sakura crashed her forehead into it, refusing to give an inch. As blood trickled down her face into her mouth, she smiled: it seemed her big forehead was good for something after all.

_ 'FUCK. THAT.'_

Pain's eyes hardened, and he began to speak, his voice heavy.

"Shinra-"

Sakura shouted, all of her fear, pain, and rage expressed in a single word.

"SHANNARO!"

She buried her fist in Pain's gut.

The grass for several meters around them blew back, flattened by the impact. Their hair rippled in an invisible wind.

Sakura twisted her fist, and Pain _flew_.

Sakura had once punched Naruto over three hundred feet when he had pulled a particularly stupid trick on her. Kakashi had joked that it was probably some sort of world record for "distance punched".

Sakura knew, without a doubt, that she had just _shattered _that record.

She panted, leaning over, her hands on her knees. She had put a lot into that punch. She hissed at the sight of her shin: it was split open, a rough cut three or four inches long. Blood ran freely from it: her boot was getting wet.

Kiba and Hinata had regained their feet, and they sprinted over to her. Well, Kiba sprinted: Hinata was limping, though it didn't slow her much. Sai was following them, with a small grin. Hinata was smiling, _beaming _even, an enormous smile the likes of which Sakura had only seen on Naruto before, despite the cut on her cheek that ran a small stream of blood down her neck.

Kiba was just staring with an odd mixture of respect and fear.

"Holy _shit_, Sakura."

Sakura giggled. It looked like she might have broken Kiba too. Then her smile faded, and she turned back towards Naruto.

Sai held out his scroll, showing her a beautiful drawing of an enraged dragon. "Good job, Ugly. Will I be needing this?" He said.

Sakura nodded, her face grim.

"C'mon." She said. "We have to hurry. He'll be back."

Kiba shot her a look, and then pointedly turned to look at the forest, where Pain would have landed. "Really?" He sounded skeptical, and Sakura didn't blame him.

"Really. He's Akatsuki. If he's at all like Sasori, that's only going to slow him down." She confirmed. "Kiba, Sai, get ready for him. Hinata, help me with Naruto. We've got to get him on his feet again."

The normally shy girl nodded, and she and Sakura bent over the blond while Kiba and Akamaru scanned the woods.

Green chakra sprung up around her hands, and she ran it over Naruto, mending broken ribs and sprains, closing contusions. The blond didn't stir: by all appearances, he was completely out cold.

_'Naruto, you'd better wake up soon.'_

_###_

(Earlier)

Kakashi wasn't having a good day.

Neither was the town, for that matter, though that was pretty much completely his fault.

Now if this thing would just _hold still_-

The Raikiri smashed through another wall, the Pain swirling away from the resulting rubble, and Kakashi sighed. Another black rod, which his Sharingan told him was full of Pain's chakra, swung for his arm and he pulled back, knocking it away with a kunai before going on the offensive again. The rod went up, but at the same moment a foot shot out and took Kakashi in the lower chest, tossing him backwards into a skid on the hard concrete street.

He was panting; his chakra fluctuating and his Sharingan eye fluttering, but the Pain had it almost as bad. It was _twitching_, and the Rinnegan it held shone with intermittent brightness. Kakashi didn't know what that meant, but over the past minutes, through all the brief but vicious fisticuffs, interrupted summon attempts on both sides, and waylaid traps, he had begun to think of his opponent less and less as a man, and more and more as a chakra construct, or a puppet. It didn't talk, it didn't flinch: it stared ahead with eyes that looked more dead than alive on an unchanging face. And it ignored everything Kakashi had landed on it. Its left arm was split open along the forearm, the result of a poorly parried kunai, but the wound barely bled. In addition, there were several shuriken in its chest, pinning its cloak to it, but it paid them no mind either.

But the man, construct, _thing,_ was twitching, and in Kakashi's years of experience when something began _twitching_ it was usually a sign it was starting to break down. Kakashi himself had twitched a lot after his father's death, after Kannabi Bridge, after October Tenth: he knew the signs.

Neither of them would last much longer in this battle, but Kakashi had made a living on fighting to the point of exhaustion and beyond, and right now he wasn't even close to the "exhaustion" part of that process.

However, it was still an enormous relief when something green shot at the Pain's head with blurring speed. The thing leaned back, letting the blur sail over its head, but the slight pause as he regained his balance, gave Kakashi enough time to rush forward and plant his foot in its face, sending it flying backwards and destroying yet another wall.

The dull green and black blur landed, and resolved itself into Shino Aburame. The boy definitely looked worse for wear: his sleeves were shredded, exposing most of his arms, and there was a clean hole in his hood, which Kakashi instantly realized must have been created by a _very_ near dodge involving one of the Pain's unusually sharp metal weapons. However, his posture was strong, and even as he slid to a stop he flung his arm out, sending a swarm of ravenous insects after the Pain that pursued him over the short wall from where he'd come, making it throw itself into an effortless cartwheel that set it down by its injured companion.

And so, ten seconds after Kakashi had mentally told the Pain to _hold still, dammit_, he found himself standing side by side with Shino as they watched one Pain, this one with longer hair and an affixed arrogant smile, help the one Kakashi had been slowly but surely taking apart to its feet.

"Shino, you okay?" Kakashi didn't _gasp_, but he was getting there. The Aburame nodded. "I am mostly unharmed. Why? My opponent fought with a style focused on getting him into physical contact with me, one that my Kikaichū were perfect for countering. However, I could not fight him effectively either: he was too agile."

"So you brought him here?"

"Well, I had hoped that with your speed, you could end him." The hooded boy glanced at him. "Perhaps I underestimated your opponent's prowess, Kakashi-sensei?"

As the two Konoha shinobi talked, the Pain's stared at them. Then, for the first time since the encounter had begun, the summoner spoke. His voice was exactly the same as the other one's, which Kakashi (who would not be ashamed to admit it) found extremely creepy.

"It's no use. The Nine-Tails has been neutralized. None of the others with you could hope to fight my Deva Path." There was supreme confidence in that voice, and not a little arrogance. Pain sounded completely sure of himself.

Kakashi stiffened. "Others?" He asked. "What others?"

The Pain's face didn't change, as usual, and neither did its voice.

"The Hyuuga." Hinata. "The Mokuton user." Yamato. "The artist." Sai. "The dog boy." Kiba. "And the pink one." Sakura.

"Even now, they are engaging my Path, but none of them can stand before the power of a god. I will teach them the meaning of Pain, take the Kyuubi for my own, and soon the world itself will _comprehend_. Perhaps, if you go now, you could save them from themselves, though I doubt they would-"

The Pain froze, and in an eerie reminder of Itachi, the first emotion Kakashi ever saw on his opponent's apparently emotionless face was shock. He immediately guessed at what could have happened, the only thing that could have brought something like this about, and his eye slowly turned up in a smile.

"The power of a god, huh?" He said, silently chuckling as a real smile formed under the mask. He wondered who had broken the "god's" delusions. He had his money on Yamato. Perhaps his former rookie had crushed the other Pain under a storm of unstoppable, rapidly growing tree roots: Kakashi knew that witnessing that had put a similar look on his own face more than once. Or perhaps Naruto had buried a Rasengan in the man's gut.

The Pain's eyes snapped to him, the Rinnegan filling his vision, and suddenly Kakashi felt far heavier. Shino moved to support him, and in that moment of distraction, both of the Pains turned and leapt away, headed for the forest.

Shino went to pursue them, but a hand on his shoulder stopped him. "Don't." Kakashi said. "You couldn't take both of them, and I'm in no condition to follow. Let's get back to everyone else: we need to regroup."

Shino paused for a moment, before nodding. Kakashi smiled (again), before collapsing (again), falling onto the Aburame's shoulder.

_'Maybe that took a bit more than I thought.'_

Kakashi drifted into unconsciousness, his eye shuddering closed.

'_I hope everyone's okay.' _It was his last thought before darkness claimed him.

###

AN: There are two rather obvious shout outs to two of my favorite fics ever in here: Team 8, and One Small Kindness. If you found them, give yourself a cookie. Or some other treat. Whatever you like, really.

About Itachi being taken out by being slammed into a tree, but Naruto being (mostly) fine with smashing through four stone walls: I'm following the old and proud tradition of many action series before Naruto. If you smash into something, it hurts like a bitch. If you smash _through_ something, you're totally fine. Windows, walls, whole buildings, it doesn't matter. So long as the impact doesn't stop you, it means you were tougher than it.

Not to mention, Naruto is just more of a damage sponge than Itachi in general.

Current Status of Pain: 

Naraka Path: Healing in Hell. Next time we see him, he'll have his hands back.

Deva Path: Somewhere in the forest, opposite of Team Hebi. Broken arm. REALLY broken arm. And a generally messed up chest, but considering that none of those organs do anything anymore anyway, that doesn't slow him down much.

Preta Path: Destroyed. Resurrection Improbable.

Human Path: Regrouping in the forest with Deva Path.

Animal Path: Regrouping in the forest with Deva Path.

Asura Path: Destroyed. Resurrection Improbable.

New Jutsu (since I do all the jutsu in Japanese, Ekusukallybaa suggested I put a little key down here. Hopefully, it will clear up any confusion):

Shugohakke: Rokujūyon Shō: Protection of the Eight Trigrams 64 Palms. Filler Jutsu. Hinata fills the air around her with scalpel-focused chakra, slicing apart anything that gets too close. Powerful, but limited: like its big brother Heavenly Rotation, it requires the user to remain still, and its rather chakra intensive. Hinata can only use it five or six times a fight and remain combat effective.

Jūho Shōshiken: Gentle Step Twin Lion Fists: Jūken technique. Hinata covers her hands in formidable chakra that takes the shape of two lion heads. This chakra supports her blows and adds extra force to her strikes, allowing her to easily shatter solid rock and metal. In addition, striking a living target with the Lion Fists is a rather gruesome prospect: unlike traditional Jūken, which simply closes Tenketsu points and paralyzes the target, the Lion Fists destroy Tenketsu by overloading them with the Hyuuga's hostile chakra. Unfortunately for Hinata, this technique has little effect on Pain, since a. his bodies are already dead anyway and b. his chakra is potent enough to resist the Lion Fist and keep his Tenketsu intact (picture shooting a water gun into a waterfall, and you'll get the general idea).

Chōjū Giga: Super Beast Imitating Drawing: Sai's most often used attack. Chakra infused ink takes the shape of an animal (usually a tiger or lion), and then attacks the target. It's also incredibly useful for passing messages and recon, but this aspect of it doesn't really get a chance to shine in combat.

Raikiri: Lighting Cutter: The Chidori's big brother, though more chakra intensive. Functions basically the same as the Chidori by covering the user's hand in deadly electricity. Unlike the Chidori, it does not rely on momentum to deliver a killing blow: the Raikiri can cut through just about anything with a swing of Kakashi's arm.

Shinra Tensei: Universal/Almighty Push: Bloodline Ability granted by the Rinnegan to control repulsive forces (i.e. gravity). After use, there is a minimum cooldown time of five seconds before it can be used again. However, the more expansive or intensive the use is, the longer the cooldown.

Gatsūga: Fang Over Fang: Inuzuka technique. The user and his partner spin at ridiculous speeds, attempting to drill the target into mush. Kiba was strong enough to shatter stone with it as a genin: the last three years have done nothing but improve his technique.

Sorry for the long AN. Hope you enjoyed the chapter. Leave a review if you did; it would make me very happy.  


Serendipity, out.

**Omake:** basically, something I wanted to put in but couldn't due to drama.

Sakura twisted her fist, and Pain _flew_.

About fifty miles away, Nagato was suddenly absurdly glad that Pain, ironically, did not transmit _pain_.


	4. Confession

Not Sick Chapter 4

Refusal: Part 2

Naruto, in the strange land between consciousness and total insensibility, was dreaming.

It wasn't a true dream, of course. He wasn't asleep. He hadn't drifted away from the waking world. Rather, he was in another altogether, one that held only him and another.

It wasn't the first time Naruto had been to this place. He'd visited it before. Months ago. Since then, nothing here had changed.

It was a cold world, a wet world. A sewer, made of brass and rusted iron, filled with low swelling water that smelled faintly of copper and ominously gleamed in the low light. Naruto had once been vaguely concerned that such a dismal place existed in his own head, before he'd learned the truth.

This place wasn't a product of his imagination. It wasn't a representation of his mind, or a simulation of his thoughts.

It was a prison, and prisons were not supposed to be the nicest of places.

Rising from the sloshing water there was an enormous set of bars, a gate, made of some unidentifiable metal that shone even in the murkiness of the prison. The bars were thick, and widely spaced: Naruto could have slid between them if he put his mind to it. In the center of the gate there was a sheet of paper, thin and flimsy. The kanji for "Seal" was written on it in thick black ink.

It was hard to believe that that scrap of paper was all that held back what lurked behind the gate.

In the dimness of the room, it couldn't be easily seen. It was just a massive impression in the darkness, a spot where the shadows were thicker, where the water became darker. In those shadows, only two things were easily visible. Eyes, huge eyes easily as large as Naruto was tall, with vertical slashes of pupils, shining red in the dark, and enormous, blindingly white teeth.

The Kyuubi no Kitsune, the Nine-Tailed Demon Fox, most powerful of the Bijuu: it lurked in the darkness, a grim smile upon its face. Naruto, ankle deep in the dim water, stared back at it, a neutral expression upon his. This wasn't the first time he had stared down the fox and he knew, no matter how much he wished otherwise, that it probably wouldn't be the last.

**THEY WILL DIE, YOU KNOW.** The Kyuubi didn't speak, not really: its mouth didn't move, its tongue didn't enunciate the words. It was a creature of pure chakra, and it had domain here, at least, inside the seal upon Naruto's stomach. So, when the Kyuubi spoke, it didn't really speak; it _thought_, and Naruto understood. It wasn't even words, not really. It was impressions and bloodlust and flashes of images. Images of Kakashi broken on the ground, his bones smashed into paste. Images of Sakura, quivering, trying to rise, Pain stabbing her again and again as she desperately tried to strike back, futilely swinging. The **words** flowed over him, filling him with the urge to do violence and a burning sensation in his bones, and Naruto did his best to ignore it.

"No. They won't." He spoke aloud. He knew that it could understand him: there had been enough screaming matches when he had been younger to establish that, at least.

**THEY ARE NOT STRONG ENOUGH.** The monster said. **THEY ARE NOT STRONG ENOUGH TO FIGHT HIM, AND YOU ARE NOT STRONG ENOUGH TO SAVE THEM.** Naruto scowled. The last thing had been true. He had taken out one of the Pains, but doing so had gotten him stabbed, and then the other one, the one that had gotten rid of Itachi with a _look_, had done nearly the same to him just a moment later. His guard had been down for a second, and now he was here.

And of course, he knew what was coming next. It was always the same. The fox would tell him he was weak, and then…

**YOU ARE NOT STRONG ENOUGH. BUT YOU COULD BE.** The smile was wider. The teeth, it seemed, shined brighter. **TAKE SOME OF MY CHAKRA. USE IT TO SAVE THEM. I WOULD NOT MIND.**

Of course. It was always the same.

Naruto scoffed. "I couldn't save them with your chakra." He said, frowning. "No matter how much I would want to."

He remembered what had happened when he had been looking for Sasuke the first time, months ago. When he had encountered Orochimaru and Kabuto, listened to them talk about Sasuke like he was a toy, a tool, the same way the jerk in the mask had. He remembered how he had lost control for a moment, how the fox had leaked out. The feel of his skin burning off had been agony… but the sense of _power_, the unmitigated _rage_ flowing through him, leveling everything in his path, had been amazing.

Until it had been done, until Orochimaru had fled, and Sakura had come to him, begging him to stop, to reign himself back in.

He remembered, distantly, through a film of blood and anger and shame, of striking her, a tail of pure burning chakra taking her in the face and sending her spinning through the air. And he remembered the tears, of relief and pain, which she had cried when the fox had withdrawn and he'd been left behind, charred and drained.

Naruto had sworn to bring Sasuke back. He'd sworn, more privately, that he would never make Sakura cry again after he had returned from the Valley of the End, his first promise unfulfilled. And now, he swore that he wouldn't rely on the fox anymore.

He wasn't going to break any of those promises. Not again.

"They'll be fine." He said, and he believed it. "Better off than with _you_ helping them, anyway. I trust them."

The fox snorted. It was an enormous sound, like a waterfall of air. **IF YOU REALLY BELIEVE THAT, YOU ARE MORE OF A FOOL THAN I THOUGHT. THAT MAN, THE ONE WHO BROUGHT THE SAGE-EYED ONE HERE…**It paused, and there was an uncertainty in the air that Naruto had _never _felt coming from the Kyuubi. **HE IS DANGEROUS. HIS CHAKRA… IT REMINDS ME OF YOUR UCHIHA. AND OF HIS **_**ANCESTOR**_**.**

There was so much _hate_. Naruto did his best to ignore it.

"Then I'll just beat him, too." He declared.

The fox just laughed.

** IF YOU THINK YOU CAN, WHY NOT. DO YOUR BEST, BRAT. BUT HEED ME: YOU WILL NEED ME SOONER OR LATER, AND WHEN YOU DO, I WILL NOT BE LOANING ME MY POWER AS I DID ALL THOSE YEARS AGO. FROM HERE ON, THERE WILL ALWAYS BE A PRICE.**

Naruto felt a chill, and he knew that the Bijuu spoke the truth. But before he could do any more, he felt a rush, the feeling of foreign chakra, warm and soothing, flowing over his body.

The prison melted away, the water drying up and the walls sliding back. The Kyuubi, its enormous eyes glaring at him, was the last to go, finally swallowed by the dark.

**REMEMBER.**

** THERE WILL ALWAYS BE A PRICE.**

"Hasn't there always been?" He muttered, and then the world went white.

###

Naruto woke up.

The first thing he saw was Sakura was kneeling at his side, her hands moving over his chest. He could feel the ribs there mending, popping back into place, and making breathing steadily easier.

There was an impressive amount of blood on her face, but she didn't seem bothered by it.

Hinata was there as well, on the other side of him. The same green chakra surrounded her hands, though it wasn't as bright as Sakura's. Hers was on his hands: he could feel his ring finger, broken by his earlier tumble across the grass, snap back into place.

All in all, a few moments later, he was feeling a lot better.

"Naruto!" Sakura was looking down at him, eyes wide. He guessed that she hadn't expected him to wake up so soon.

He smiled. "Hey Sakura." Turning his head a little, he looked over at Hinata. "Hey Hinata. How's it going?"

She didn't answer, instead just blushing and continuing to heal his hand. Sakura spoke up instead. "Naruto? Are you okay? You shouldn't be moving so-".

He cut her off, tapping his stomach, and the invisible seal there, with his uninjured hand. "Oh. Right." Sakura sighed. Sometimes she forgot just how much punishment Naruto could take.

He slowly sat up, the glow of medical jutsu fading as he did. "What happened? Where's Pain? Are you okay? Your face is-" He asked, still a little groggy.

"You should have seen it, man. It was amazing!" That was Kiba. He would recognize that enthusiasm anywhere. He was looking back over his shoulder a couple of meters away from Naruto, facing the forest. Akamaru was beside him as always, and the giant dog gave an equally enthusiastic bark welcoming Naruto back to the land of the living.

"What? What was amazing?"

"Sakura. You wouldn't believe it. She took him down in two hits!" Kiba sounded almost scared when he said that.

Naruto looked back at his teammate, who was doing her best not to look at him.

"No." He said with a grin. "No, I can definitely believe that."

She gave him a small smile in return, before her green eyes hardened once more. "He'll be back. I didn't kill him." Her voice was the same as Kiba's.

Naruto shrugged. "That's fine. I'll be ready for him this time." Looking around, he realised that a couple of their group were missing. "Hey, where's Sai? And Yamato-taichou?"

Sakura sighed. "Sai's in the town." she said, gesturing towards the building Naruto had recently become _way_ too familiar with. "He's looking for Kakashi-sensei. Last Hinata saw of him, both he and Shino were on the way back. Apparently, sensei was pretty beat up, but he's definitely still functional. As soon as he gets back, I'll heal him too."

Naruto smiled once more. "That's great. But what about Yamato?"

"He's off in the forest, preparing something." Sakura said, pointing in the opposite direction of the town. "I don't know what, but he said that when Pain came back, he'd be ready. In the meantime, we're waiting here for either of them to come back: Hinata used up a lot of chakra so that I could hit Pain, plus finding where everyone was, so we can't go find them now."

Naruto took this all in, his expression somber once more. "Okay." He said. "In that case…" He put his hands together in a familiar seal.

"Kage Bunshin no Jutsu!"

About three-dozen Naruto's popped into existence around the field. Naruto turned to them. "Okay guys!" He yelled. "You know what to do!"

"You got it!" Thirty-something voices shouted back, and the orange mass sprinted into the forest. As they entered the tree line, some broke off from the main clump, while many took to the trees and others went straight ahead.

Answering everyone's unspoken question, Naruto spoke up. "A couple of them are going to go find Pain. Make sure he doesn't sneak up on us. The rest of gonna make as many traps as they can between him and us."

Kiba nodded, having rejoined the group while the Naruto's flooded past him. "Good thinking. That way, he won't get the drop on us."

"Well, yeah, I just said that!"

"I know, it's just… you know what? Shut up."

###

When Shino arrived about three minutes later, dragging Kakashi, all Naruto felt was relief. The Aburame laid the insensible silver haired man down on the ground, and Sakura and Hinata bent over him: they were the only ones there who knew any healing jutsu.

"Hey Shino. Glad you caught up. Have fun?" Kiba grinned at his teammate.

"I did in fact enjoy myself somewhat, Kiba. Why? My opponent gave me many opportunities to practice my evasion skills. In addition, by engaging him, I was able to keep him away from his compatriots, thus-"

"Uh, guys?" Naruto suddenly interrupted the insect user, snapping his head towards the forest. The rest of his friends took notice. Shino let out the Aburame equivalent of a sigh, which translated to him lowering his head for a second by about a fraction of an inch.

"Yeah, Naruto?" Kiba asked. "What is it?"

"Uh, my clones got dispelled, and, uh-" Naruto was interrupted by an enormous crashing sound. The rest of the Konoha ninja turned to look at the forest.

The tree line had been obliterated. An enormous bear, at least forty feet tall and nearly just as wide, had lumbered out of the forest. Its paws were covered in burns and small wounds, proof of Naruto's traps. Huge black metal rods were run through its lips, with a single broad one jutting out of its forehead. Most disturbing of all, its eyes were the same as Pain's had been: the Rinnegan's ripple stared out, a strange sheen in it even from a distance.

"There's something really big coming this way." Naruto numbly finished. He put his hands up in a simple seal.

"You have got to be kidding me!" Kiba yelled. Sakura just gaped.

Sai didn't waste any time. He just reacted: his brush flashed over his scroll, and an enormous ink dragon leapt forward, streaking for the bear. At the same time, roots burst from the ground around it, wrapping around its gigantic paws: wherever he was in the forest, Yamato was still doing is best to help them. Naruto just yelled the name of his favorite jutsu, and dozens of copies of him streamed towards the bear, Rasengans glowing in their hands.

"Anyone got any ideas!?" Sakura yelled, still doing her best to heal Kakashi. It looked like they would need him sooner rather then later.

"Akamaru and I could use the Sōtōrō," Kiba yelled, glancing at the bear as it wildly swung at the dragon that circled its head, biting at its ears, "but I don't know if that'd be enough! That thing is really big!"

Shino stepped forward, pushing his glasses up. "My Kikaichū would not be sufficient either. However-" he turned to look at Naruto, who stared back without comprehension. "I believe Naruto has the perfect jutsu for this situation."

"What? Me? What can I do?" Naruto yelled, panicking slightly as the bear finally managed to catch the circling dragon and tore it to shreds with a swing of its paw, even as it trampled any clones that got near. Sai sent more ink beasts, lions this time, which slowed its movement as it swatted at them while they nipped at its heels. "My shadow clones aren't even slowing it down! And the Rasenshuriken is-"

"I was referring," Shino said, sounding almost irritated, "to your collaboration jutsu. After all, it slowed the Sanbi. I don't doubt that it could handle this summon." The bear stomped one of the ink lions out of existence. Sai sent another, but he was beginning to look tired.

Naruto palmed his forehead, hard. "Right!" he said. He turned back to the bear, biting his thumb as he did so. His hands ran through signs, before he slammed them to the ground. "Kuchiyose no Jutsu!"

Ink spread out in a summoning array, and there was a large puff of smoke. When it cleared, two unusually large toads were revealed; one bright yellow, and the other bright orange.

"Yo Naruto, what's going HOLY CRAP!" Gamakichi started, his casual attitude vanishing in an instant. "That's one big bear!" He turned to his brother, who was just staring and trembling. "Hey, Gamatatsu, calm down. I'm pretty sure I know why Naruto summoned us!"

The large yellow toad ignored his brother. "This isn't how it's supposed to go!" He wailed. "We get snacks when we're summoned! We're not supposed to _be_ the snacks!"

The orange toad dope slapped his younger brother. "Calm down! It'll be fine! Just listen to Naruto, ok?" He turned back to his summoner. "We're doing that jutsu again, right?!"

"Definitely!" Naruto said. "Hey, Gamatatsu, you can make oil, yeah? You were working on that, right?"

'_Please tell me yes.' _He thought.

"Yeah, I've been working on it, Naruto." The toad sounded uncertain. "But-"

"Good enough!" Naruto said. "I trust you, Gamatatsu. It doesn't have to be as much as last time. We'll definitely make this work!" He leapt onto the younger brother's head, channeling his chakra into the toad.

The bear smashed the last of the lions and turned towards them, letting out an earsplitting roar that showed off _way_ too many teeth. "Gamakichi!" Naruto yelled over the sound. "You ready?!"

"Yeah!" The toad yelled back, bracing himself. The bear began heaving itself forward, still roaring, picking up speed.

"Okay! Gamatatsu, go!"

The yellow toad took a deep breath, his throat inflating almost to the size of his body. He spat a long stream of viscous brown fluid: the famous toad oil of Mount Myōboko, well known for its soothing properties.

And, more so in certain circles, its _extreme _flammability.

Naruto grinned, and thrust his hand into Gamatatsu's back, channeling his chakra into the blast of oil. "Fūton: Gamayu Endan!" The wind chakra melded with the oil, and it shot forward even faster, smashing into the bear and covering the field in slippery goop. The enormous bear kept coming, struggling forward even against the tide of oil.

"Gamakichi!" Naruto yelled, the strain of channeling his chakra showing in his voice. The bear was beginning to get uncomfortably close. Sakura, watching from behind the toads, unconsciously tightened one of her gloves: if this didn't work, she'd be the one with the best chance against the massive animal. Hinata made a similar motion with her fingers: the Gentle Fist wasn't good for fighting larger summons, but she'd try anyway.

Shino just pushed up his glasses slightly. Kiba looked like he was considering making a break for it. Sai gave away nothing: he might as well have been watching the clouds roll by for all the emotion he showed.

"Katon: Endan!" The orange toad yelled, and a jet of fire shot from its mouth.

And struck the stream of oil.

The oil ignited, the resulting conflagration burning with such unbelievable heat that every one of the Konoha ninja could feel it on their face, even though it was dozens of meters from them. A trail of flames streamed towards the bear, like a lit fuse. It took less than a second to reach it.

The fur of the huge summon had been saturated with the prolonged stream of oil. In addition, the field around it, and a significant part of the forest behind it, had been slicked over by the viscous substance.

When the burning oil reached the bear, and the concentration of liquid on and around it, there was only one thing that could have happened.

The bear roared furiously one last time, and then exploded in an enormous fireball that knocked Naruto off of Gamatatsu's back, and caused the still-unconscious Kakashi to roll over. The field around the summon was charred beyond recognition: for hundreds of feet, it became a blackened wasteland of ash. All that was left of the bear (which was very little) became indistinguishable from the ruin around it, before the animal vanished in a puff of summoning smoke.

The forest behind the beast fared no better. The fire, amply fueled, rolled forward, consuming everything in its path. By the time it had died away, a huge swath of the woods had been burned to mere sticks, and a thousand small brushfires had sprung up.

Naruto, still lying on his back, only had one thing to say about the devastation he had wrought.

'WHOO!" The blond yelled, sitting back up and flipping to his feet. "That was _awesome_!"

"Yeah… awesome." Gamatatsu panted. The amount of oil he had produced had worn him out. His brother patted him on the back. "You did good, bro." Gamatatsu feebly nodded his head. "C'mon, let's head back. We definitely need something to eat after that!"

Gamatatsu nodded again, before vanishing in a puff of smoke. Gamakichi didn't follow him. "Naruto." He said, turning to his summoner. The blond perked up. "Yeah?"

"Listen, I didn't want to spook Gamatatsu," Gamakichi said, his tone serious, "but something weird is going on back home. Gamaken came back about a half-hour ago, and he was pretty messed up. I think Jiraiya might have gotten into something pretty big if he had to call Ken-ojisan up. You know where he is?"

Naruto shrugged. "He's on some mission for Baa-chan, I think. I don't know where." He paused for a second, really taking in how concerned Gamakichi looked. "Don't worry, though! No way that Ero-sensei's in trouble. That pervert can take care of himself."

"Yeah. You're right." Gamakichi nodded. "Good luck with whoever summoned that thing. I think you're gonna need it." He didn't sound worried: ever since seeing Naruto go up against Shukaku as a kid, Gamakichi had been a firm believer in the blond. In his eyes, Naruto could do just about anything he set his mind to.

Naruto chuckled. "Yeah. See yah, Gamakichi!" And with that, the toad dispelled with a muffled pop.

"Naruto." Sakura said. "That was-"

"Really freaking cool!" Kiba interrupted her. "Man, I never realised how much summons rock! I've gotta-" Suddenly, he paused, sniffing the air. Growling, the Inuzuka turned towards what had once been a forest, and was now so many fried trees. Trees that, while reduced in number, still provided some degree of cover.

"He's here."

Naruto snarled and turned back around. He didn't have to look for long. Pain stepped out of the ashes, accompanied by two more bodies: the one with the annoying smile, and the tall, mean looking one. They were mostly unmarked, which was remarkable considering that they should have been melted into nothing.

The man in front, on the other hand, had clearly felt the effects of Sakura's attack. His left arm was _ruined_. The forearm was wrong. The radius and ulna were shattered completely, and the arm flopped uselessly, like a horrific sack of jello attached to Pain's left bicep. Snapped bones, fragmented and broken, poked out throughout the skin of his arm. The shoulder was completely dislocated, and the arm hung awkwardly, pushed backwards in a grotesque manner.

Though the Konoha ninja couldn't see it under his cloak, the entirety of Pain' chest and stomach was a mass of ruptured blood vessels, turning his already pale skin a sickly purple color. Unfortunately for them, the injury didn't slow him much.

Naruto turned just a little bit green, as did Hinata. Shino and Sai, naturally, didn't seem to care at all.

Kiba laughed.

"Man, she fucked you up!" He chuckled. "I thought you were a god, man! What happened? Taking a break from divinity today?"

The Deva Path stared back at him, and Kiba shut up. Even with his arm hanging uselessly at his sides, Pain was still intimidating. Naruto was vaguely reminded of Orochimaru for reasons that eluded him, before he dismissed the thought.

"Naruto Uzumaki." Pain was seemingly completely uncaring about the state of his arm. His voice was as implacable as the rest of him.

Naruto stepped forward, putting a hand on Kiba's shoulder and putting himself in the forefront of the group.

"Yeah?" He called back. He was feeling confident. Pain was down two bodies, and while he and his friends were hurt, they weren't nearly as mangled as the purple-eyed man was. Hinata had been right. They really could win this.

"I'll admit, I didn't expect you to take care of my summon like that. However, it's meaningless. Give yourself up now, Uzumaki, and I won't be forced to kill all of your friends." He sounded dead serious. How could he say that with a straight face? He was as good as beaten. Naruto knew his techniques, knew his weaknesses. The rest of the Konoha shinobi had held their own, and now this man was limping back, imploring him to give up?

"How… I mean… didn't I tell you to give on me giving up? What does that mean to you?! You think if you just keep asking me, I'll turn myself in?!" He was seething. "And another thing! You're the leader of Akatsuki, right!? Why are you doing all of this? What's the point? Hunting the Jinchūriki, hurting people… what are you even trying to accomplish?"

Everyone watched, entranced. When Naruto really started going, it was quite a sight. Anyone who had been to the Chūnin Exam finals knew it.

Pain seemed to actually pondering the question. You want to know why I'm doing this?" He asked. "You wish to know the purpose of Akatsuki? The reason that I seek the Bijuu?"

"Of course I do!" Naruto was yelling now. "Why wouldn't I?"

"The truth can be just as dangerous as its absence. And most of the time, events of such magnitude merely… happen. The reason does not become clear till much later." Pain spoke softly but audibly, seemingly somewhere else entirely than the scarred field. Naruto thought that he wouldn't answer the question, before he spoke up again, his voice louder.

"But very well. I will tell you."

At that, Naruto perked up a little. Kiba did the same, while Hinata and Sakura, who were back to mending Kakashi, paid close attention out of the corner of their eyes. Sai was intently focused: he wouldn't forget a word of what followed.

"I want to create peace. My goal is to bring about justice."

"What?" The Konoha shinobi stared.

"What kind of answer is that?" Naruto yelled. "How is kidnapping and killing people 'peace'? How will that bring justice?"

"Our world as it is now, this land of shinobi, is trapped in an endless cycle of hate and revenge. Your 'friend' Sasuke is a prime example of that hatred: he has broken all bonds with his home, attacked his friends, and declared himself a traitor, all so that he could dedicate himself to killing his brother. He has hurt so many, and only for his own gain." Pain took a step forward, and the bodies flanking him did so as well.

The Konoha shinobi did not back away from the implicit challenge. They just watched with wary eyes.

Naruto, on the other hand, was deep in thought. This sounded very familiar to him.

"You… I've heard this before. My master told me all about this cycle of hate you're talking about. He told me that I would have to break it someday."

Pain had kept coming, one slow step at a time. But now, he stopped. "Yes. Jiraiya-sensei truly did have some remarkable ideas, didn't he?" Naruto nodded, before suddenly realizing something.

"Wait… You were one of his students?! And-"

_'Did?'_

But before he could voice his question, Pain continued, both talking and walking forward. "It doesn't matter. What is important is that I established the Akatsuki to bring an end to this endless cycle of hatred. Using them, I have gathered the power of the Bijuu, for the first time in millennia, in a single place. Now, all I need is the Kyuubi, Rokubi, and Hachibi. When I have the last of the beasts in my possession, I shall use them all to create a weapon, the kind of weapon that shinobi could only have nightmares of. There are jutsu that could flatten a village in an instant: but this weapon will destroy _nations_. And with this weapon, I will show the world the true meaning of pain."

Naruto gaped at him. "That's… why would…"

Sakura spoke up, saying what Naruto couldn't. "You can't believe that _that_ would bring peace!"

Pain shrugged. "Your thoughts and beliefs are irrelevant. I know this to be true. I will use the power of the Bijuu to level a nation, and the world will fall in line, cowed by what they cannot fight. And for a time, there will be peace."

This time, it was Shino who spoke. There was a soft buzzing emanating from him; Hinata knew that this meant he was beginning to get agitated. "For a time?"

Pain nodded, not having ceased his slow approach. "Eventually, even those who have witnessed this weapon will fall back into old ways of thinking. Ancient hatred will be rekindled, and humanity will go to war once more. But this time, I will not be there: I will not need to be. The shinobi of the world will use the weapon themselves, and with that they will inflict such a lasting pain that peace will reign, however temporary, for many years after. Justice, for the crimes of all, will have been done in mere moments, and whoever would be left would be clean of past sin."

There was silence. Pain had stopped his approach, staring at the assembled shinobi, who were desperately trying to wrap their minds around the apparent plan of the Akatsuki.

"That's…" Kiba couldn't even begin to try to say what was on his mind. The words died somewhere between his brain and his tongue.

"Insane, yes." Pain brushed the truncated comment aside as he would an errant fly. "Jiraiya-sensei said much the same thing."

With that, Naruto's head snapped back up. His question, unseated by the revelation of the tailed beast weapon, shot back to the forefront of his mind.

_'Said?'_

"Pain. You said… that you were one of Ero-sennin's students?" Naruto stared right into the Rinnegan, fearlessly. Pain cocked his head at the name.

_'I think Jiraiya might have gotten into something pretty big.'_

"And you said… that he had ideas about peace. But… you said _'did_'. That he did have ideas about peace." Naruto's mind was whirling, trying desperately to find exactly why this semantic had rattled him so badly.

_'That pervert can take care of himself.'_

There was a small smile on Pain's lips. He looked almost pleased with himself. "I did." He said.

"After all, you can hardly be the student of a dead man, can you?"

The air around Naruto turned cold as Sakura gasped. He felt as if all the air had been pushed from his lungs, as if he'd been buried in freezing water, as if his skull had grown paper-thin.

**NOT STRONG ENOUGH.**

_'No.'_

**NOT STRONG ENOUGH, AND NOW YOUR MASTER IS **_**DEAD**_**.**

'_NO.'_

**IF ONLY YOU HAD-**

_ 'SHUT UP.'_

Naruto's skin boiled, and rolling crimson chakra that tinged the air with ozone and copper slid over his body. His pupils turned vertical, the iris red, and his canines elongated, becoming foxlike. Two ribbons of chakra, tails, burst from his back and waved about in the air as if they had a mind of their own. Naruto dropped to his knees, clutching his head, desperately trying to keep control. He screamed, a tortured sound.

"Naruto Uzumaki." The hated voice. Once more it cut through his confusion, focusing him upon a single target. He glared, wanting to throw himself forward with all his strength but just barely restraining himself.

"This is your last chance. Surrender now, and no one else precious to you will die."

Naruto snapped.

He blew forward, faster than he'd ever gone before, faster than any eye amongst the Leaf-nin could follow, with the exception of Hinata. But just as the Byakugan could track Naruto, so too could the Rinnegan, and before Naruto reached him, the bulky Pain with a grim face took hold of the man with a shattered arm and heaved him into the air, sending him hundreds of meters into the sky.

Simultaneously, Yamato made himself known: thick, twining roots erupted from the ground, spread by the Mokuton under the entire field. They ensnared the Pains, wrapping themselves around arms and legs and pinning them where they stood. Neither of the cloaked bodies resisted. Moments later, Sai whipped his brush over a scroll and a vicious looking eagle shot from it, flying up into the sky after the main Pain.

Naruto crashed into the thrower, a hand sheathed in chakra, becoming more and more like a _claw_, punching through a cloaked chest and shattering the man's ribs and spine, as well as pulping his already non-functioning lungs. The chakra receivers in the man couldn't handle the injury and overloaded, leaving him a lifeless husk, and Naruto continued forward, attempting to decapitate the other Pain in his path.

###

Two things happened in that moment. The first was the second Pain, the one with recently cut hair, vanishing in a puff of smoke. A summoning, which carried the Pain far away from Naruto's rampage. The blond paused, the Kyuubi's chakra imploring him to _kill_ and robbing him of common sense. He sniffed at the ground, trying to find where the man had gone, ignoring the destroyed body behind him. The second thing was the Deva Path pausing in the air, levitating high above the assembled Konoha ninja.

From the distance, they couldn't see the man's mouth move, but Sakura knew what they would if they could.

She screamed, "Get ready!" and hunkered down over Kakashi, securing him with her body. Hinata did the same, while Shino simply stood there gazing skyward, his hands in his pockets. Sai did much the same, his hands loose at his sides. Both Kiba and Akamaru got low, bracing themselves. The dog's paws were covering his eyes, and he was whimpering.

In the forest, Yamato tensed, his trap sprung but rendered useless against the last Pain's height and the other's teleportation. He looked up, and then at the positions his comrades had taken. His eyes widened, and instantly trees grew up around him, securing him in the earth.

He hoped it would be enough.

###

Deeper in the forest, on the other side of the town, Karin stopped walking. The man in front of her had as well, and if she hadn't then she would have crashed into his back, perhaps even waking up the person he was carrying.

"What is it?" She whispered urgently. "What's going-"

Itachi Uchiha spun around, his Mangekyō wide, and spoke in the loudest calm voice that Karin had ever heard as a red ribcage sprung up around him.

"Get down."

###

The ink eagle drew closer to Pain, its beak open in a soundless screech. A talon drew back; ready to rend the man to pieces, to tear him from his momentary perch in the sky.

Like Itachi Uchiha before it, it wasn't fast enough. Pain thrust his single functional arm downward in a grand motion, like the declaration of a God.

"_SHINRA TENSEI."_

###

The eagle exploded.

An unseen force struck the ground under Pain and spread out, like an invisible tidal wave three stories high, wiping away everything in its path. A crater, about forty feet deep and a hundred wide, instantly formed, and everything for miles beyond its lip vanished.

The town, a relic of the Uchiha's glory days, was utterly annihilated in an instant, as dust blown away in the wind. The ziggurat that rose behind it disappeared as well; its lower level vanishing and the top collapsing inward like a broken cardboard box.

There was no proof left that the Uchiha stronghold had ever existed: only dirt and grass remained, swept totally clean of all life.

The forest for three miles around the town disappeared as well, trees blowing over and uprooting themselves, some flying huge distances before crashing to the ground far away. Those that weren't dislodged were utterly destroyed, stripped of their bark and whittled to the core, becoming little more than toothpicks. The blackened patch left by Naruto's jutsu became indistinguishable from what remained of the forest

Kiba Inuzuka, along with his partner Akamaru, was struck by the wave just as it formed. The crater ended directly before where they had been standing: a meter closer, and they would have been reduced to so much Inuzuka pulp. Instead they were both blown off their feet, the wave passing under them even as they hurtled backwards, dust and panic blinding them, before crashing to the ground well over a mile away. They rolled a significant distance after that, and by the time they came to a stop Kiba had broken over ten bones, of various sizes and importance, and was experiencing mild internal bleeding on account of a punctured lung. Akamaru actually fared better: he had only broken his left back leg and several ribs.

Sakura Haruno only narrowly avoided being struck by Kiba as he flew by her. When the blast did hit her, she lost her grip on Hinata, but not on her sensei. As she sailed through the air, she held on tightly to him, not daring to let go: if he landed as he was now, unconscious and unable to defend himself, then he would definitely die.

So it was fortunate for her (and especially for Kakashi) that he woke up in the middle of their short flight.

Kakashi's Sharingan snapped open, and Sakura let him go. He could fend for himself now. Kakashi, incredibly confused for a moment, grasped the danger of his situation rather quickly and just as quickly prepared himself for impact.

Kakashi landed before Sakura, about a mile from ground zero, and tucked himself into a roll that carried him along the ground like a pinball, eventually coming to a stop after nearly two hundred meters of careening across the newly flattened landscape. As he uncurled, he was glad to note that nothing that hadn't already been broken was broken, and that besides a couple new (rather serious) abrasions, he had come out just fine.

Then he passed out again: his short use of the Sharingan, the precision of which had allowed for his borderline miraculous landing, had drained away whatever little chakra he had regained since his fight.

Sakura wasn't as lucky as Kakashi: she landed awkwardly and bounced, dislocating an arm and severely bruising the rest of her left side. When she hit the ground again, she went into a rather ungraceful tumble that sprained a wrist and gave her a hairline fracture on her already injured shin, but otherwise just left her dirty and scratched up. As soon as she stopped, she tried to make her way back to her feet, back to Naruto, before collapsing. Swearing with a creativity that would have made a long dead redheaded Sound kunoichi blush, she immediately began healing herself, but she knew it would be too slow to help.

Hinata Hyuuga, who had also been attempting to protect Kakashi, lost her hold on both him and Sakura when the wave of force struck. Cursing herself as a failure, she rode out the storm, relaxing as it carried her at ridiculous speeds away from the epicenter.

Out of all the Leaf ninja, Hinata's landing was the best, trumping even Kakashi's. She didn't smash into the ground like Kiba did, or bounce, like Sakura had. She _flowed_ into a landing, her skill in the Gentle Fist and the experience in manipulation of her external chakra that it gave her allowing her to convert most of her momentum into a spinning slide that carried her across the blasted landscape. One of her ankles was neatly broken in the landing: a touch of medical jutsu set it in a moment, a temporary fix at best, and then Hinata was _running_, heading towards the center of the new wasteland and ignoring the twinge of pain in her foot and the blood running from the shallow scrapes on her arms.

She had to help Naruto.

Hinata may have had the best landing, but that was only because Sai didn't land at all. As soon as he was picked up and carried away, the ROOT ninja utilized his distinctive jutsu to create an enormous bird of prey formed out of ink. It was a good plan, with only one flaw: without anything to ground it, the bird, and Sai with it, were swept far, far farther by the jutsu than any of his compatriots: when the spinning finally stopped, and the chakra of the ink stabilized, Sai found himself nearly seven miles from the center of the blast. He immediately began the flight back, of course, but like Sakura he knew it might be too little, too late.

Shino held the distinction of inflicting the most causalities in his landing. Much like Kiba, he was picked up and hurled away, and much like Hinata, he allowed the storm of force to take him wherever it may. However, he did not have Kiba's animal instinct and tenacity, and he did not a Jūken proficiency to soften his landing. Instead, all he had was his Kikaichū, which he used. Swarms of the insects poured from him, cushioning him in the air and slowing him, before his abrupt meeting with the ground. The Kikaichū protected their "hive" with their life, allowing themselves to be crushed beneath Shino to take much of the "impact" out of his impact. In addition to the losses they had already sustained fighting Pain, Shino's Kikaichū were reduced to forty percent of their former number. Despite his insect's sacrifice, Shino was not unscathed: he fractured two of his ribs, severely bruised his spine, and suffered a nasty case of whiplash. In addition, he received a concussion in the initial landing: all the Kikaichū in the world couldn't have saved his head from that.

Yamato, prepared for the blast, weathered it as his Mokuton fort crumbled around him. He survived basically unscathed, but like Kakashi, extremely low on chakra. He fell to his knees, trying to prepare an assault, even as sleep claimed him.

Somewhere else in the forest, Suigetsu and Juugo paused in their search for Sasuke, looking back towards the town. They had little more than a second when they saw the shockwave approach.

Suigetsu eye's widened, and before he could do anything the wave struck him and blew him into a fine mist that sprayed itself over a significant amount of what had once been a forest. He beaded in the newly ground dust, attempting to reform, but gave up, exhausted, after a moment. For the time, he lay there. The Kubikibōchō, lost from his grip, ended up about a mile away, buried in the ground.

Juugo saw the wave coming and _roared_. Even in his exhaustion his curse rose to save him, darkening his skin and eyes. He planted himself in the ground, bracing, and took the strike full on. It rolled over him, rolled past him, and he straightened up, grinning.

Then he slumped, the whites of his eyes showing, as the fact that all of his organs had been smashed to near pulp against his own rock-hard back and that his ribs were utterly _broken_ finally made itself clear to him. He keeled over and struck the ground with a soft thump, out cold but not dead.

Karin Uzumaki was not harmed by the wave at all. Neither was Sasuke Uchiha.

Naruto, out of everyone Pain caught in his jutsu, was doubtlessly affected the worst. He stood at ground zero, near directly beneath the Deva Path, and so when the wave of force shot down and out, it hit him full on. By then, a fourth tail of the Kyuubi's chakra had begun to emerge, but even that was barely enough to save him.

His spine was broken, instantly snapping, as well as all of his ribs. His legs. His arms. The front of his skull, as it cracked against the ground. He was pressed into the dirt, millions of pounds of pressure above him, and as he was he desperately screamed. It wasn't a scream of pain, though. Instead, it was a scream of pure rage.

The Kyuubi, locked away within him, took notice, and fresh crimson chakra rolled over the blond boy. His spine healed, straightening with a sickening crack, as did his ribs. His arms and legs healed as well, and within moments there wasn't any proof besides the miles of wasteland that Naruto had been hit by anything at all but for the extensive burns covering his body.

And then he collapsed, completely unconscious.

###

He was in the prison again. But where before the water had been placid, the light dim, now the copper-smelling liquid was _thrashing_, kicked up as if by gale force winds, and the source-less light was flashing, intermittingly illuminating the room.

And the prisoner, instead of laying itself out with a casual smile, was now pacing back and forth, whirling its tails and gnashing its teeth.

**WHAT ARE YOU DOING?!** Naruto had the feeling that if the Kyuubi ever "talked" like that in the real world, it would have done far more than just give him a headache, as it did now.

Or maybe that was because his skull had recently been shattered.

**GET UP. FIGHT HIM! **

** "**No." Naruto was calm despite the waves of malice pouring over him. He'd made his decision.

**I HAVE HEALED YOU. YOU **_**MUST**_** FIGHT HIM. IF YOU DO NOT, YOU WILL DIE, AND I WILL HAVE IT FAR WORSE. NOW **_**GET UP.**_

"NO."

The Kyuubi stopped pacing, staring at him. It gnashed its teeth, a clear sign of frustration.

**WHY?**

Naruto shrugged. "It's not what sensei would have wanted."

**YOUR SENSEI IS **_**DEAD.**_** THAT MAN KILLED HIM, AND NOW HE WILL KILL YOU TOO UNLESS YOU-**

"I SAID NO!" Naruto was shouting now. "I won't use your power to fight anymore! I won't continue this cycle of hatred, and I _won't_ take revenge! When I kill him, what then? It won't bring my master back, and you'll still be in control. So who comes after that? My friends? Sasuke? Last time, Sakura could have _died_. I WON'T let you out again! I can't take that risk!"

**IDIOT! WHO SAID ANYTHING ABOUT ME BEING IN CONTROL!? I JUST NEED YOU TO **_**GET UP**_**! **The fox began striding again, rhythmically shaking the gate with strikes of its tail.

_**'**__What?_' Naruto was silent, just staring as the Kyuubi paced.

"What?"

**YOU THINK I CARE ABOUT YOU USING MY CHAKRA?! YOU **_**MUST**_** FIGHT. YOU **_**MUST **_**SAVE YOURSELF. IT DOES NOT MATTER **_**HOW**_** YOU DO IT! STOP BEING A FOOL! DO YOU TRULY BELIEVE THAT SACRIFICING YOURSELF HERE WILL DO ANY GOOD? YOU WILL BE DEAD, YOUR **_**FRIENDS **_**WILL BE DEAD, AND MOST OF THE WORLD WOULD BE SOON TO FOLLOW!**

"Why would you fucking care about that!?" Naruto screamed. "You'd do it yourself just as soon if I let you out!"

The fox paused. The wind stilled. The water calmed.

**TRUE.** It said.

**BUT YOU RATHER IT HAPPEN NOW, WITH THIS MAN AS ITS ARCHITECT, OR LATER, UNDER ME?**

Naruto staggered back, the words breaking over him. There was something there, something he wasn't getting. Hidden. The Kyuubi was acting strange. Everything was moving too slowly, grating against his senses.

**YOU WILL GET UP. YOU WILL **_**FIGHT**_**. I WON'T BE MADE A SLAVE, NOT AGAIN. YOU **_**MUST BREAK HIS INFLUENCE**_**.**

It was then that Naruto saw it. He didn't know how he hadn't before.

A pair of eyes, purple, with concentric rings moving out from the pupils, floated in the air above the fox, gazing down at him, burning through him. They made his entire body feel heavy and useless.

"That's…" He trailed off, staring in fear.

**THE RINNEGAN IS A POWERFUL TOOL. LIKE THE CURSED SHARINGAN, IT HAS MANY ABLITIES. AND ONE OF THOSE IS INFLUENCING YOUR WEAK LITTLE MONKEY BRAIN. NOW, **_**WAKE UP!**_ The Kyuubi thundered. Its tails slashed through the eyes, and they wavered.

Naruto blinked, and they vanished.

And then he woke up.

###

The town was gone. So was the forest.

So were his friends.

For miles around, the earth had been turned into a wasteland; all details blasted away, flattened, leaving behind only dirt and dust. A pervasive cloud of pulverized earth hung in the air, dimming the sun and ruining visibility.

Naruto looked around, stunned, as he struggled to his feet. Everything hurt. His skin burned, and his bones felt hollow. It was as if his whole body was an open wound. Any sort of movement was agony. After a moment, he managed to make it to a knee, growling at the sensation of the ground against it.

There was a soft puff of sound, and he looked up to see Pain settle gracefully to the ground in front of him, floating effortlessly into his landing.

"Bastard." He snarled, yanking himself fully upright in a quick motion that sent fire shooting down his spine. He stiffened, but the pain wouldn't stop him: he was just going to use it as fuel.

"Amazing. So this is the power of the Kyuubi." The man said, looking at him with a raised eyebrow. "I'm surprised you can still walk. I had hoped that would cripple you, at least. However," he said, his distinctive eyes narrowing, "can you still fight?"

"I'll show you just how well I can fight!" And he threw himself forward, trying to smash the man's face in.

Pain flowed effortlessly under the haymaker, kicking out and taking Naruto in the side, which sent him tumbling across the dirt. Naruto rolled back to his feet and staggered, falling to a knee as the leader of Akatsuki watched him impassively. Then, he yelled, a sound of both frustration and pain, and put his hands in a familiar cross shape.

"Kage Bunshin!"

About thirty clones popped into existence around him, and as Naruto struggled to his feet they charged Pain.

The fight barely lasted two minutes. Naruto's clones were slower, the subtle agony of the original's injuries weighing just as much on them as they did on him. And Pain, it seemed, had gotten _faster_. He flowed amongst the clones, ducking and redirecting strikes, taking minor blows that set him up to kick or punch other clones out of existence. More than once, a snap kick sent one clone tumbling into another, dispelling both of them. He didn't use his gravity jutsu: after a blast like that, he wouldn't be able to for quite a while.

When there were just three clones left, Naruto finally made it to his feet without falling over. He sprinted towards Pain, a Rasengan, half formed and sputtering, in his hand.

The man elbowed another clone out of existence, then turned and frowned at the sight of the original Naruto coming towards him. Without hesitation, he charged as the well. The Rasengan pushed forward, headed for Pain's chest… and the man leapt into the air, his body going horizontal and one foot coming around in a skull-shattering kick. Naruto was forced to dodge, and the Rasengan missed, carving a furrow in the ground. An unfortunate clone behind him took the kick to the chest, and vanished in a flash of smoke. The one to the left of it grimaced, before attacking once more.

The original Naruto turned, his Rasengan exhausted.

Pain jumped once more. The clone beside him watched, eyes wide. It wasn't fast enough to avoid him.

The Akatsuki spun in the air, kicking off the clone's shoulder as he did so, propelling himself back towards to original Naruto. The clone dispelled in a puff.

Naruto threw a straight-arm, trying to hit Pain out of the air. He didn't have enough reach. A leg came around.

Pain's foot crashed into the side of Naruto's head with the force of a cannonball, kicking up some of the surrounding dust. The Jinchuuriki was thrown to the side, his ears ringing, with the taste of copper in his mouth.

Naruto rolled across the dirt once more, and then struggled to get to his feet. He hissed as he did so, everything in his being painfully aching. He couldn't hear anything. There was a buzzing in his head, one that gradually resolved itself into words.

"As I thought. You can barely stand. What drives you to continue fighting in such a pitiful condition?" There was honest curiosity in the man's tone, even as he slowly approached the faltering Jinchuuriki, his ruined arm swaying at his sides. Naruto barely managed to get both of his feet under him before the man swept him from his feet once more and struck him to the ground with a particularly brutal axe-kick. Naruto hit with a choking sound, and then stilled, the will momentarily taken out of him. Pain stood above him, blocking out what little sunshine there was.

"Why do I fight? Are you seriously asking?" He stared up at the man, defiance flickering in his eyes.

The Rinnegan-wielder frowned and crouched down, weighing him. "Yes."

"I fight because I can't let you hurt innocent people. I fight for my friends. I fight because since I was six years old I knew that I was going to be the Hokage one day, and fighting is all I've lived for since then. And now, I'm fighting to prove to you that I will _never_ give up!"

Pain cocked his head. "And why is that? Why will you, Jinchuuriki, beaten and broken, mistrusted and mistreated all your life, never give up? You have already lost."

Naruto smiled, and it wasn't a spiteful smile or a berserker's grin. It was genuinely cheerful, lighting up his face even with Pain's shadow over it.

"I'll never give up, because-"

"That is our nindō. Our ninja way."

A soft voice cut him off, and both Naruto and Pain turned their heads towards the sound.

Hinata emerged from the cloud of dust, dragging her right foot slightly, her hands raised in the traditional Jūken "ready" position. Her Byakugan was off, and she was panting and trembling, but she stood tall.

"Hinata!" Naruto cheered. Pain straightened up and, turning, casually kicked him the face with the back of his foot, silencing him and filling his mouth with the taste of blood.

"You again." He said, and now he sounded truly annoyed.

"Stay away from Naruto." Hinata said, and unlike Pain she sounded _dangerous_. Her voice was like ice.

"Why should I? You are alone, exhausted and injured." Pain gestured back to the blond, who was squirming on the ground, holding his face. "I have defeated the Jinchuuriki. I have _fulfilled my goal_. Do you think I will let _one_ foolish little girl stand in my way, when peace is so close at hand? Leave, or you will suffer the same fate as him."

Hinata didn't answer. Instead, she just darted forward, inhumanly fast. Her hands speared out, the distinctive motion of the Gentle Fist, as she went after the orange-haired man's tenketsu.

Pain dodged, stepping out of the way. Hinata pursued him, lightning fast sweeps of her hands filling the air before him with subtle death, but Pain managed to whirl away. Hinata's hands ripped through the hem of his cloak, tearing it like rice paper, and the Rinnegan widened.

Hinata yelled, a primal sound, and charged again, whirling her hands, trying to take a solid shot at Pain's torso or head, trying to strike him with a disabling blow. Her hands moved with such speed that little was visible but the tracery of light blue chakra emanating from the fingertips. Pain was fast, but he wasn't that fast.

He jumped back, attempting to gain more distance, and Hinata took the moment of opportunity and lunged, her hand striking into the back of his right arm as he turned away from the blow. The Jyuuken shredded the tendons there, and the hand fell limp, losing any semblance of usefulness.

"_Fool_." He hissed, and he shot forward and buried a knee in Hinata's stomach with enough force to make the pebbles left by his attack jump up slightly.

Hinata was lifted into the air, her lungs empty, stunned. There was a moment where she seemingly floated, the world around her white with pain. Then, it slipped away, leaving her hollow and hurting. As she began to fall, she caught a sight of Naruto over Pain's shoulder, staring at her and desperately trying to get up and _fight_. He couldn't muster the strength, and so slumped to the ground, his eyes slowly closing.

_ 'No. Not like this.' _She grasped the thought like a lifeline, the pain in her stomach dwindling even as the one in her chest grew.

'_I haven't told him yet.'_

In an instant, Hinata found her breath again and she struck out, a pointed hand taking Pain in the temple before he could retreat. She was rewarded for her efforts with a straight kick, this one directly to the chest, before she hit the ground. Hinata fell back, but regained her feet before hitting the ground, inhaling heavily as she tried not to vomit. She trembled, but she wasn't done yet.

Pain stood, staring at her. His left eye was closed, though it attempted to flutter open sporadically: Hinata's strike had hit _something,_ and now that side of his face was beyond Pain's control. It made him look rather unhinged.

There were no words for her. He just flew forward, and suddenly Hinata was on the defensive. Pain launched a blazing roundhouse kick, one that would have easily snapped Hinata's neck had it connected, and the Hyuuga bent backwards, standing her ground as her upper body went almost completely horizontal. The kick flashed past her face, inches away. Just as fast, she snapped back up and struck out, a defensive punch aimed for the man's abdomen. Pain's other leg came up, and the punch cracked against his knee.

Hinata flinched as something in her left hand audibly snapped. She swept back, but Pain surged forward, taking advantage of her moment of distraction and landing a brutal kick to her kidneys.

Hinata braced against the blow, standing tall even as blood began dribbling from her mouth, and used the opening it presented her to dance her hand along the leg buried in her side. The tenketsu fell shut, and suddenly Pain's right leg was as limp as his left arm. He hopped back, watching her, and she doubled over in the same moment, unable to keep her composure.

"Hinata!" That was Naruto again. He still hadn't managed to rise. "Stop it! This is my fight! Just run! He's too much!" He sounded desperate. She didn't understand why.

She looked back at him, smiling weakly. The blood covering her teeth somewhat detracted from the smile's intended reassuring nature.

"Don't be silly, Naruto. Your fights are my fights, too. I'm not afraid anymore."

"You should be." Pain was standing awkwardly, all of his weight placed on his left leg. Hinata turned back to him, wincing at the feeling of her ankle and knuckles. She couldn't keep up such a pace for much longer. The man continued while she catalogued her injuries.

"Unlike you, I do not fight alone."

A familiar form in a black cloak adorned with red clouds leapt from the dust behind the man, appearing out of the small storm without warning.

There was no time for Naruto to yell. There was no time for Hinata to dodge. The Pain, with hair that had once been long and flowing before being hastily cut and a small, arrogant smile, smashed its fist into her face before it had even landed. Pain watched, seemingly impassive.

Hinata flew back, crashing into Naruto and inciting a yell of pain from him, and sending both of them tumbling across the ground. The two Konoha shinobi ended up sprawled in the dirt, Naruto's body pinning Hinata's left arm.

The smiling Pain was there before she could free it, stepping down _hard_ on her right hand, snapping fingers with an audible crack. She winced, glaring up at him while her Byakugan tried to activate itself. She barely had enough chakra to manage it, so instead it subsided, and so did she: low on chakra, exhausted, and pinned to the ground, Hinata stilled, unable to keep fighting. She considered screaming, but didn't. If she were going to die here, she didn't want Naruto to know that she was a coward.

"Both of you, utter fools." The other man said, walking over to the prone shinobi. He sounded _angry_ now. It was the first time Hinata had seen such a reaction from him. "You fight until you can fight no more. No mind for backup, no conception of defeat. Though I'll admit-" as he spoke, Hinata saw, in the corner of her vision, another Pain walk out of the dust. It was the summoner, the one that had first arrived. It was missing a sizable chunk of its hip, its hair had several uneven cuts, and its arms and legs were covered in defensive wounds.

It wasn't bleeding, but it definitely looked damaged.

"-that this is surely the farthest that Pain has ever been pushed. Even Jiraiya did not manage to damage this Path. But now, it's over. You are _done_." Pain finished speaking, standing over Naruto and Hinata and staring down at them with his strange eyes.

"Shut up! It's not over till it's over." Naruto said, propping an arm beneath himself, trying to lift his body off Hinata's arm. Once more, he couldn't find the strength, and fell back, groaning. There was dust in his eyes.

"And I assure you," Pain said, kicking Hinata in the side as she attempted to help Naruto free her hand, "that it _is_." The Hyuuga stilled, the air knocked out of her again, as Naruto's weight pressed down on her fractured knuckles.

For a moment there was only the sound of the wind, as Hinata gasped for breath and Naruto squirmed, trying to pull up some last dredge of energy to attack his opponents, who stared down at both of them.

"You'll be coming with me now, Kyuubi." The man suddenly said, and the one with the arrogant smile stepped forward. "As for you, Hyuuga, you have proven an… annoyance."

Naruto's eyes widened, but before he could even begin struggling again he'd been kicked off of Hinata. He struck the ground, all the aches and pains in his body multiplied a thousand-fold. Hinata lay on the ground, a terrifying glare in her eyes as she stared up at the Akatsuki. The one standing on her hand bent down, his hands cradling her head.

"And I cannot tolerate annoyances. Say goodbye to your Jinchuuriki. It will be your last chance." The man's voice was far too calm for what he was saying.

Hinata turned her head, staring at Naruto who looked back, a disbelieving expression that would have looked hilarious in any other situation upon his face. He was just mouthing one word over and over again, without any air in his lungs to voice it.

'_No. No.'_

"Naruto." She smiled. "Stop it. It's okay. I knew this would happen. I'm ready."

'_No no no no.'_

"I just want you to know… before I go…" She bit her lip. "I did this… I _do _this… because I-" She choked on her own words, a spurt of blood falling onto the Pain's hands. "Because…"

'_no.' _

"I love you."

Naruto froze, his eyes going even wider and his mouth snapping closed. The smiling Pain smile grew wider, and chakra lit up around his hands. The standing one, the primary body, spoke as if he wasn't watching an execution. "Now, Uzumaki, you will _know_ pain."

Hinata smiled once more, at peace, and a boiling red crept across Naruto's eyes.

"You seem very confident the Nine-Tails won't escape you, Pain."

The man stiffened, turning his head and lifting his foot from Hinata's hand. He spun about completely, facing out towards the slowly settling dust cloud as a figure became clear through it, steadily drawing closer. The chakra around the Pain cradling Hinata's head died away, and he stood as well, facing the new arrival. Naruto's eyes faded to their natural blue, and he gasped: he'd been _seconds_ away from letting himself go.

"But I wonder: how good are your chances with _me_ here?"

Itachi Uchiha stepped out of the slowly settling cloud of dust. Dried blood ran from his mouth and eyes, but he looked no more injured (though much dirtier) than he had when he had first arrived on the rooftop with Sasuke, less than half-an-hour ago.

"Impossible." Pain said, his voice filled with shock and a hint of genuine fear, as he stepped away from the Uchiha. Though his useless leg turned it into more of a hop. "You should be dead."

"Normally, you would be correct. But you did not account for two things, Pain. The first was Sasuke's companion. She healed me after her compatriots drove off two of your bodies. The second-"

He concentrated, his eyes tightening, and an enormous orange-red skeleton sprung up around him, cloaking him in whirling chakra and blowing away the last of the dust in the area. The skeleton quickly became clothed in flesh, and then massive, imposing armor. Pain stepped back, his right eye wide.

"-was the Susano'o." Itachi said, sounding as smug as Itachi Uchiha could possibly sound.

So, not very, really. More matter of fact than anything.

"Step away from Naruto. And the Hyuuga."

Naruto blinked. So did Hinata.

So did Pain. "Why? Why are you doing this? You want peace just as much as I do, Itachi. Why are you committing this madness?"

Itachi actually seemed to think about the question even as the enormous chakra warrior surrounding him glared down at the leader of Akatsuki. After a pause, he answered.

"I want peace. That is true. I would like for war to cease, and for violence to become a thing of the past. And your vision, Pain… I do believe it could work. You _could _achieve peace. But-" and at this his voice became severe, "the price would be far too high. I know better than anyone that peace can be bought through the blood of innocents. But you would go too far. What you plan could spell the end of the world. I believe in humanity, and I believe in the shinobi way. Discipline; duty; family: I believe that we can find peace on our own, not have it thrust upon us by a man who would be a god."

Pain stared at the Uchiha. "How… how can you possibly _believe_ in humanity?" He said, his face twisting in disbelief. He sounded… desperate. Imploring, even. "After what has been done in the world? After the wars, the Bloody Mist? After the slaughter of your family? Of MINE? HOW CAN YOU BELIEVE THAT THE TRASH AROUND US COULD _POSSIBLY _SAVE THEMSELVES?!" He was raving now, his eyes darting back and forth, his arms trembling with impulses they couldn't possibly carry out. His mouth refused to open all the way on the left side: the resulting slight slur in his speech only made him seem more deranged. "IT _HAS _TO BE _ME_! I HAVE TO SAVE HUMANITY! I HAVE TO SAVE THE WORLD! THERE IS _NO OTHER _WHO CAN!"

"You are wrong." Itachi stated simply. "There are others. There are plenty who have tried to save the world, and there are plenty who will try again. You've been fighting one, in fact." He gestured at Naruto who, with Pain distracted by Itachi, had finally managed to climb to his feet and was laboriously making his way towards Hinata, intent on helping her up.

Pain laughed, a choked sound. "This? A Jinchūriki! A repository of a demon that is comprised only of hate and death! _He_ will save humanity from itself? He can't even save _himself_, much less his friends!" Naruto had finally made it to Hinata, and was helping her to her feet. She clutched her side, and he slung her arm over his shoulder, doing his best not to jostle her broken hand.

"Once more, you are mistaken. In fact, I believe Naruto could have ended this fight anytime he wanted. I wouldn't be surprised if he were about to, actually."

Pain froze. "What?"

Itachi shrugged. "If he had released the fox, he could have easily won. No man, even you, could stand against the power of the Kyuubi alone. The only time it has happened in history was by the hand of Hashirama Senju, and he was a man with a jutsu specifically made for the battle. But Naruto did not use the Kyuubi, as you plan to, because defeating you with _it _would have released an even greater terror upon the world. _That_ kind of devotion, _that_ kind of self sacrifice, is why I believe that humanity has a chance at peace."

Pain was speechless. So was Naruto: he couldn't believe that Itachi had known that. It was as if the man could read his mind.

"Now. I have a proposition for you, Pain."

The leader of Akatsuki focused on Itachi, three sets of eyes narrowing.

"You leave here: without the Kyuubi, and without hurting the Hyuuga. Do so now, and I will not attack. My Susano'o will crush you, weakened as you are. And even if you escape it, I do not believe you could do the same of the Amaterasu. So please, consider this an armistice. Depart, and take up your quest for peace later."

"I… you can't!" The man sounded almost like he was pleading. "Please! Think, Itachi! Peace is-"

"No." Itachi voice was flat, final. "Leave now. You will have your chance at your "peace" later. Today, it is not within reach."

Pain screamed, an inarticulate sound filled with such fury and such _despair_ that it was almost physically painful, and the body with an arrogant smile charged, a piece of metal flipping into its hand.

"Very well." Itachi said. He made no move to dodge, and the Susano'o rushed forward, a fist swinging down to crush the Pain. The orange-haired man leapt to the side, neatly dodging the attack, and continued his charge. The Rinnegan and Sharingan met, staring at each other. Pain tensed, expecting another genjutsu. The body behind him ran through signs, getting ready to summon something.

What happened next surprised everyone present. There was no preamble, no warning.

The face of the Pain that was charging at Itachi burst into black flames. The man took another step forward, and then fell. His body crashed to the floor, sliding across the dust, and the Amaterasu ate away at its head. A moment later, there was nothing left but ash. Itachi just watched.

Both of the Pain's stared. Itachi looked up from smoldering body, blood steadily running from his right eye.

"I am not," he said, perfectly calm, "going to let you take my brother, Pain. And I am not going to let you take the Nine-Tails. I have a set of replacement eyes already: there is no reason for me not to wear out these right now."

Pain grimaced, and behind him an enormous puff of smoke shot up. A centipede slithered from it, the Rinnegan shining in its eyes. "And I," the man shot back, "will not surrender when my peace is so close!" The centipede scuttled forward, rearing up.

Itachi made no blatant move. Instead, the Susano'o took action for him once more. An armored gauntlet swept forward, grasping the centipede by its head. Another hand emerged from the Susano'o's midsection, and took hold of the centipede's tail.

The summon was ripped in half, each piece of it flung away before disappearing in a puff of smoke. Pain watched, gritting his teeth. His other body stayed behind him, twin pieces of metal sliding from its sleeves into its beaten hands.

The Susano'o moved forward, and in response, Pain lifted the one arm that he could, the wrist limp. "You leave me no choice, Itachi." He said.

"Banshō Ten'in!" An invisible force rippled out, grabbing hold of the blurred form within the Susano'o. Itachi was ripped away from the chakra construct, flying towards Pain. The body that could still use both legs leapt forward, over Pain's head. It drove its poles forward, skewering the Uchiha through his shoulders, driving the black metal deep.

There was no blood. Itachi melted away in a swarm of cawing crows. The swarm flew forward, pecking and attacking the body that had stabbed at them. Pain snorted.

"Of course. Another genjutsu. Against me, that-" He froze as he felt a kunai press against his neck.

"You're right, of course." Itachi said. "Against you, genjutsu normally _would _be negated. I understand now: your bodies don't just have the same eyes. They share them as well. That's why my first genjutsu failed against you. However-"

The kunai pressed in slightly. If Pain had been alive, it would have drawn blood.

"In your battle against Naruto and his companions, some of your bodies were destroyed. You only had three left. Three lanes of vision, which I reduced to two with the Amaterasu. Not something I would be able to do more than once, but that didn't matter. It's as easy to cloud two sets as eyes as it is one."

Pain sighed. The Uchiha had tricked him. He didn't know _when_ the genjutsu had been placed on him, but he now realized it was obvious. The Kyuubi and Hyuuga had vanished. He and Itachi were alone on a plane of dust.

"Now what, Itachi?" He asked. "You can't hope to beat me now. Or do you really believe you are faster than my jutsu? I would think that I've proved you're not."

"Again, you are right, Pain." Itachi said. "I couldn't hope to be faster than your jutsu. But ask yourself: do you think that your jutsu is faster than my eye?"

The dust blew away, and reality snapped back. Pain was kneeling, his remaining leg having failed him. Itachi Uchiha stood before him, staring down, the Mangekyō Sharingan obvious in his eyes. Trails of blood ran from both of them. The ribs of the Susano'o, it's armor and flesh dissipated, floated around him.

Pain's other body, which till then had been flailing about, convinced it was trapped in an endless storm of dust and crows, snapped its head towards the Uchiha, but made no move to attack.

The leader of Akatsuki and the Uchiha stared at each other for a moment, both all to aware of the suicidal situation they were in. Itachi knew that Pain's gravity jutsu was as fast as thought: with it, Pain could easily crush him into the ground. Even the Susano'o would only buy him a momentary safety: there wouldn't be much stopping Pain from simply striking him again while he was down.

But the Amaterasu was as quick as sight, and the sickles of the Mangekyō were already spinning: the slightest twitch of impulse from Itachi, even as he died, would burn Pain to ash.

"Go. This is your last chance." _That_ was the voice of a man who had killed his entire family in a single blood-soaked night. It was a sound that could chill the dead.

There was a moment of silence as Naruto and Hinata gawked at the results of what, to them, had looked like an extremely short battle. After Itachi had ripped the summon apart, the summoner itself had begun flailing, whilst Pain had fallen to his knees, talking to himself.

Pain stared up, his face twisted in frustration. Finally, he nodded.

"You know I will be sent after you again, Itachi." He sounded almost regretful.

"I know. I would prefer you not, but you are too far under Madara's sway. Perhaps, if there were another way…" Itachi paused, for once something like compassion appearing in his eyes. "Listen to me, Pain. The next time we would meet, I will be far, far more powerful. It will be best for both your interest and Madara's for you not to approach me yourself. Tell the coward not to send pawns anymore: I wish to settle something with him personally."

Pain hesitated, and nodded again. The other cloaked man, the summoner who had originally brought the party to what had once been a town, looked up at the sky… and fell, like a puppet with its strings cut. He crumpled to the ground, and did not stir. For the next minute the only remaining Pain knelt there, completely still. His face twisted in concentration, before suddenly relaxing. He turned his head, looking over his shoulder, his only functioning eye staring right into Naruto's own. The Rinnegan narrowed until only one of the rings was completely visible.

"Next time." He said, and vanished in a puff of smoke.

Hinata and Naruto watched him go, completely flabbergasted, before they both looked towards Itachi, who was staring into the cloud of smoke where Pain had been, his Sharingan still whirling.

After a minute, he nodded, satisfied. Then, Itachi collapsed to his knees, the Susano'o around him melting away, leaving him in a ragged cloak on the dusty ground, blood steadily dripping from his eyes. He looked like he was about to begin dry heaving. Then, he fell flat, passed out.

"Wow." Naruto muttered. Hinata nodded mutely, before her eyes began to flutter closed. Naruto's followed a moment later, and then both the Hyuuga and the Jinchūriki slumped to the ground, just as gone as Itachi.

###

Sai was the first person to arrive at the center of the dust storm, his ink hawk landing next to the still bodies of Naruto and Hinata. Sakura arrived soon afterwards, dragging Kakashi, with Kiba and Akamaru limping behind her: she'd sought them out before heading towards Naruto, her medics training overriding her instincts to help her friends. Shino found the growing group just a minute later, staggering in, his Kikaichū guiding him there with unerring accuracy, which his concussion kept him from capitalizing on. Yamato arrived around the same time, in much the same state: he was extremely woozy, barely awake, but some of his Mokuton roots had survived the blast, and he'd used them to zero in on the Jinchūriki's position.

When they had all arrived, they were left to contemplate the strange sight they had (sometimes literally) stumbled upon: Naruto Uzumaki, unconscious and drooling, halfway on top of Hinata Hyuuga who was just as out of it, a small smile on her face, an orange haired body still on the ground not ten feet from them, and Itachi Uchiha, not much farther away, sprawled out facedown in the dirt.

Sakura wished she had a camera. The sheer surrealism of the moment wasn't something she thought she'd be able to _explain_: it had to be seen.

She settled for bending over Naruto and waking him up with a slight tap.

"Wuh? Bwaight, wus' goin'…" Naruto mumbled, slowly waking up. Suddenly, his eyes shot open, and he became very, very aware of two things: one, Sakura was staring at him with a concerned look in her eyes, and two, he was still mostly on top of Hinata. He shot to his feet, or tried to: as tired as he was, it mostly turned into a halfhearted flop that landed him on his side, no longer pinning Hinata.

"Sakura!" He said, somehow managing to sound enthusiastic even as his body screamed at him to get back to sleep. His face burned: though he couldn't see it, there was a spectacular bruise imprinted across the length of it. "You're okay! Is everyone else-"

Sakura wordlessly gestured behind her, and Naruto found the rest of the team standing there (except for Kakashi, who was just as prone as he was).

He smiled; there was a flare of pain as his face stretched with the motion, which he ignored. "That's fantastic." He said.

"Naruto." Sakura said, doing her best to sound stern but failing miserably. She was just too relieved. "What happened here?"

Naruto told her. How he had fought Pain, but been outmatched. How Hinata had shown up at the last second, but that she had been overpowered when more of Pain's bodies had arrived. How Pain had stood over them, lecturing them about their failure.

"And then Itachi showed up!" He said, sitting up as more of Sakura's chakra played over his back. She didn't have much left, having healed Kakashi and Kiba (as well as Akamaru) of their most pressing injuries before arriving, and Hinata's hand when she had, but she knew that even with the Kyuubi, it would be stupid to not at least _try_ to help whatever injuries Naruto had sustained. Hinata was helping Shino and Yamato while she and Naruto talked: she didn't have much more chakra then Sakura, but every little bit helped.

"Itachi showed up?" She asked, trying to figure out what the jutsu was telling her. Apparently, Naruto's spine was broken: except it clearly wasn't, because he was still moving around.

"Yeah. He and Pain talked for a little, and then he chased him off with this amazing jutsu. This huge skeleton came up around him. It was freaking awesome! And fast! I wonder what-"

"It is the Susano'o. The ultimate defensive jutsu."

The Konoha ninja turned, and stared. Itachi was slowly rising to his feet. Sai, who had assigned himself to watch the fallen man, started: up till then, the Uchiha had shown no signs of life. He hadn't noticed the finger that had pointed at him nearly a minute before: the genjutsu had been too subtle for him to perceive.

The Uchiha finally managed to stand up straight. He looked horrible. His front was caked in dust; on his face, a trail of dirty blood ran from under his left eye, cutting a path through the filth. The eye from which this trail ran was milky, more cataracts than iris: it was clear it was mostly or entirely blind.

"Itachi." Naruto said, trying and failing to sound polite. It was strange to think that this man had saved his life. "Where's Sasuke?"

"He should be here soon, unless Karin goes back on our agreement. There's still something I need to address with him. And with you, Naruto."

"W-what? What do you need from me?" Naruto was slightly intimidated. If Itachi was going to be leaving the Akatsuki, what would he need from him?

"I gave you something, earlier today. I need it back." He gestured, a spike of chakra falling over Naruto, and the blond gagged, suddenly feeling something in his throat.

He choked; retching, and something black with feathers emerged from his mouth. Naruto spit, desperately trying to get it clear, and with a final effort it fluttered free, flying towards Itachi and alighting on his shoulder.

There was a moment of silence as everyone stared in shock, before Kiba summed up what all of the Konoha ninja were thinking.

"What the fuck?"

Itachi shrugged, the bird still riding his shoulder. "A failsafe." He said, as if people threw up crows everyday. "In the event that Sasuke truly had become more powerful than me, but not more so than Madara Uchiha." The bird turned towards the group, and they all saw the single Sharingan eye, shaped like a circle with four tangential blades, whirling in a socket just a bit too small for it. "My final solution. Fortunately, I did not need to use it, which is why I need it back: the power of the Kotoamatsukami is far too dangerous to leave in most hands."

"And your own?" Sakura asked. "Your hand's aren't most?"

"Of course not." Itachi chided. "In a perfect world, I'd have no more business with it than anyone else. But I may need it before these troubles are done."

"We can't just let you go, you know." Yamato spoke up. "As much as we appreciate you saving Naruto, we will need Sasuke's eyes back."

The fact that this man had pulled Sasuke's eyes out of his head, masked by the relief of the battle's end, abruptly occurred to Naruto. "Hey, yeah! You better give those back!"

Itachi shook his head. "I don't have them. I gave them to Kisame for safekeeping before the battle. And even if I did," his eyes flashed, and Naruto took a step back, "I would not. They are necessary."

"Necessary for what?" Naruto growled.

"My plans."

"Yeah, Itachi. Your nebulous, oh so mysterious, rarely shared plans." A new voice came from the dust, followed by its owner. Kisame Hoshigaki strode out of the dust, his sword slung over his shoulder. He was grinning, that inane smile that still managed to look dangerous on him. Probably because of all the shark-like teeth it contained.

"Kisame. Glad you could find me." Itachi said, as if he'd been expecting this the entire time. Perhaps he had.

"Well, I had to come back, Itachi. Either to return these, or to swear to our leader that I had nothing to do with you going crazy and attacking him." Kisame said, tossing a distinctive jar to the Uchiha, who caught it without looking and slipped it into his sleeve.

"Actually, he attacked me first." The Uchiha said calmly. Naruto stared. Was the guy… joking? Did S-ranked missing-nin make jokes? Orochimaru hadn't. Kakuzu hadn't.

Well, Orochimaru was generally really creepy, which he supposed could be his way of being humorous.

Naruto shook his head. That kick to the head must have hit him harder than he thought. He refocused on the two S-ranked ninja that were in front of him, instead of the one that was in the past.

"Ah. My mistake." Kisame looked over at the assembled Konoha shinobi. "So, what're we doing with them?" He said, swinging his sword down in a vaguely threatening gesture.

"Leaving them." Itachi said, his voice sharp. "We have what we came for."

"YOU have what you came for." Kisame pointed out, sounding reasonable. "I didn't get anything out of this little experiment."

Itachi turned to look at his partner directly for the first time since he'd arrived, his face serene despite its appearance. "I didn't ask you to follow me, Kisame. If you want, you could leave right now."

The shark-like man stopped smiling for a moment, his sword dropping, before he regained his mood. "You keep saying that, Itachi. All right: I'll follow a while longer. Just keep in mind…"

"Yes, I know." Itachi said. "Do me one more favor, Kisame. Go find my brother: he's somewhere nearby. Bring him here. There's one last thing we need to discuss."

Kisame shrugged, and then leapt off into the dust, leaving Itachi and the Konoha ninja staring at each other. The crow on the man's shoulder picked at its wings.

Sakura idly wondered if she could overpower Itachi. Sai thought much the same thing.

Both immediately stopped their lines of thought when Itachi's gaze shifted to Sakura, his Sharingan slowly spinning. Sakura knew without a doubt that the Uchiha knew exactly what she was thinking. Sai, on the other hand, saw in those eyes the kind of strength that would leave all of his new friends dead in the dirt.

There was an awkward silence.

Kiba broke it. "So, are you and him, like…" He stared at Itachi expectantly.

Itachi stared right back, emotionless. "Like what?" He asked.

Kiba looked a little shaky. "Oh, you know, like…" He made an obscene gesture with both hands and three fingers. Less than a second later, Sakura slapped him hard enough to produce a visible wave of air: the Inuzuka flopped to the ground, a hand mark rapidly forming on his face.

Itachi watched the whole thing without a change in expression. Sai, thinking that he hadn't understood what Kiba had been trying to ask him, stepped forward and opened his mouth. Naruto tackled him from behind, his hands trying to cover Sai's mouth. They struggled on the ground for a moment before unnatural wood wrapped around them both, separating and securing them… as well as covering Sai's mouth, keeping him from speaking. Naruto sent a grateful smile to Yamato, who merely nodded back, exhausted.

Moments later, Kisame returned, Sasuke held under the arm not hefting Samehada. He stared at the state of the Konoha ninja, and then turned to Itachi.

Itachi just shook his head. The message was clear.

'_Don't ask.'_

Kisame opened his mouth. Closed it. Shrugged. He set Sasuke on his feet before his brother. At the same time, Yamato released Sai, who thankfully remained silent.

Sasuke looked a little distant, but not nearly much as he had been before the start of the battle. Itachi looked into his eyes; or at least, the place where his eyes should have been. It was clear that the older Uchiha was placing some sort of genjutsu over the younger.

"Sasuke?"

"Yes, Itachi?" The younger Uchiha's was sluggish, but clear.

"There is one last thing I need you to do. I need you to release Orochimaru's chakra. It needs to be free of your system." Itachi's voice was calm, but demanding.

"I can't do that. I need him to kill you." Sasuke paused, looking puzzled. "And anyway, if I do, he'll take my body over: he's been waiting to for a long time."

Itachi nodded, though Sasuke couldn't have seen the motion. "I thought so. Can he hear me?"

"Sure." Sasuke shrugged. "He's mostly aware of whatever I'm doing: that's what happens when the body-switch backfires."

Naruto, watching intently, twitched severely, for two reasons. The first was he realized how close he'd come to losing his friend, again, to Orochimaru. The second was the fleeting impression that Sasuke was like him now: containing a malicious prisoner, one that was apparently very aware of what was going on outside his prison.

"Very well." Itachi said. Then, speaking in an imperious voice. "Orochimaru. My brother will release you in a moment. You will not attempt to take over his body; you will not attempt to fight me. I still have more than enough strength to put you down for good. You will leave him, and then you will leave here."

Then, he looked back at Sasuke. "Sasuke, do it."

The boy shrugged again, and then there was a moment of calm.

The curse seal on the nape of his neck bulged, turning a sickly white. Sasuke fell to his knees, screaming, while Itachi watched impassively and Kisame grinned. Naruto took a step forward, before a flash of pain reminded him that even with the minor healing Sakura had given him he couldn't hope to fight effectively at the moment.

The bulge slowly resolved itself into something vaguely human, which continued to emerge from Sasuke's neck. Soon enough, individual features started to become clear: a flat, slit nose, a wide, smiling mouth. And narrow yellow eyes, with vertical pupils.

There was a chuckle. "Itachi, you have always been so civil. But tell me…" Orochimaru said, finally completely sliding from Sasuke's kneeling form as he once again fell unconscious, the strain of losing so much chakra, his eyes, and the genjutsu's compulsion finally getting to him. The man was completely naked, but his body was without form: just slimy, pale flesh, with nothing in the way of mark or identification.

"Why would I _want _to stay in Sasuke's body? Without his wonderful eyes, he is useless to me."

Naruto trembled, but didn't say anything. He wasn't sure if Itachi would defend him from Orochimaru as well as Pain, and he certainly wasn't in any shape to fight him.

"Yes." Itachi said. "Yes he is. I suppose you will be coming after me now?"

Orochimaru gave a small laugh. "Of course not, Itachi. I've learned my lesson. I learned it years ago. Now, I don't suppose you actually will be letting me go?"

Kisame chuckled. Itachi just gave out a small smile. "Of course not, Orochimaru. I too learned my lesson years ago."

The Susano'o snapped up around the Uchiha, armor forming in a second. A jar, held in the monster's right hand, sent a beam of light into the air and a second hand caught it, forming a shimmering sword of pure chakra.

Orochimaru gave a sickly smile. And then _ran_.

It wasn't really running. It was something between slithering and sprinting: he made his way along the ground, sliding, his body elongating like a true snake's. By the time the Susano'o's sword was fully formed, Orochimaru was already a hundred feet away, and getting farther every moment.

"You should not have gone after my brother." Itachi said, though the Sannin couldn't possibly have heard him, and then the "sword" lanced after the fleeing snake, spearing through him with impossible speed.

Orochimaru's flesh began to slide back into the blade, melting towards the container the Susano'o held. But even as the body melted into the chakra spearing it, it split and dissolved, becoming hundreds of white snakes that all slithered rapidly for freedom.

"_Amaterasu_."

Black flames sprung into being atop the fleeing reptiles, melting them into stains on the dusty ground. Hundreds died in the second Itachi stared with a bleeding eye, before he was forced to shut it in a moment of pain.

###

Unbeknownst to Itachi, or anyone else watching, a single snake escaped the holocaust of black flames, sliding into a crack in the earth while its brethren burned. It would not emerge until nightfall, and then it would journey north, towards the Land of Stone.

###

Itachi sighed, satisfied, and once more the Susano'o gradually disappeared. He glanced at his fallen brother, and shook his head.

"It's for the best." He muttered, looking back at the stunned Leaf ninja. Before any of them could say anything, he spoke up.

"Sakura." He said.

The pink haired girl stared at him in shock. What could he possibly want with her?

"Y-yes?" She asked. The show of strength, particularly the Amaterasu, had unsettled her.

"You are a medical ninja, yes?" Itachi asked, giving her a look that seemed all seeing despite the fact that his eyes were rapidly moving from onyx to milky. There was more cataract than iris in the right one.

"Y-yes… I mean, yes, I am."

Itachi smiled, the most unguarded look that anyone there had ever seen. "Perfect." He said.

He gestured at her, a beckoning flip of the hand. "Come here. I'll need your help with something."

Sakura glanced at Naruto, who just shrugged back. If Itachi wanted to kill them, there was nothing they could do to stop him. She might as well listen to him.

She stepped closer, getting with a meter of the older Uchiha. As she did, he reached into his sleeve, and pulled out a familiar looking jar. The crow stared at her the entire time with its oversized eye.

For a moment, Sakura grew excited. Itachi was going to return Sasuke's eyes! But then, she noticed something: this jar was empty. She looked up at the older brother, a questioning look in her eyes.

"Hold this." He said, pressing it into her hands. She did, staring at both him and it without comprehension. What was-

Itachi stepped back, and one of his hands went up to his face, settling claw-like over his left eye.

'_No way.'_

There was a slick popping noise, wet and loud, and Sakura turned green. Behind her, she heard Naruto yell in surprise and Kiba curse loudly. Kisame Hoshigaki flinched.

Itachi shook his head slightly and stepped towards her, his clenched hand held out expectantly. Sakura, trembling, undid the lid of the jar he had handed her, opening it up and placing it under his hand. He opened his palm, and something dropped into the yellow fluid in the jar.

An_ eye. _His_ eye._

"Thank you, Sakura. However, this next one will require a bit more cooperation; I won't be able to place it in the container myself. You'll have to take it from me." Itachi said, apparently perfectly calm despite the thick, almost black blood pouring from where his right eye should have been.

Sakura felt like screaming. Nothing she had ever done under Tsunade had been anything like this. People weren't supposed to just _mutilate_ themselves and act like nothing was happening.

Itachi's hand came back up, shaking slightly. There was another popping noise, and Sakura heard someone behind her make a vomiting noise. She couldn't tell who it was: she was too busy trying not to do the same herself.

The hand came back, clenched once more, and this time Sakura placed her own hand under it. Something wet and squishy fell into it, and she moved it towards the jar.

'_Don't look at it don't look at it don't look at it.'_

She opened her hand and something plopped into the liquid, and she gave a relieved sigh. Fumbling with the lid, she secured the opening, sealing the jar up once more.

She stepped back, feeling faint. Itachi Uchiha just looked at her with empty sockets.

"Thank you, Sakura. That was very helpful. Please tell Sasuke about those when he wakes up: he'll know what to do." He said, and then he turned towards where his partner had last been. "Kisame. It's time we left this place. Let's go."

The enormous Kiri-nin walked over to the Uchiha, grabbing his arm in an iron grip. Then, they both vanished, taken away by the blue man's shunshin, leaving the assembled Konoha ninja gaping at where they had once been, and Sasuke unconscious on the ground.

There was a moment of silence. Kiba opened his mouth to say something.

"So." A lazy voice snapped the shinobi from their astonishment, and shut Kiba up. They all spun around to find Kakashi stretching on the ground, a content expression on what little of his face was visible. He'd finally woken up.

"What'd I miss?"

###

About fifty miles away, in the tallest tower in the Village Hidden in the Rain, a gaunt, red haired man, his lower body ensconced in an enormous machine of strange black metal, let his head slump with a long, pained sigh. Blood ran from his nose, but he didn't raise his hands to wipe it away. He couldn't: his hands were just as encased as the rest of his lower body, fastened to the great hunk of chakra conducting metal that had kept him alive for the last fifteen years.

An origami crane, its construction so perfect it almost seemed unreal, alit upon his upper lip and wiped away the blood with delicate swipes of its wings.

"Nagato?" It was a soft voice, in contrast to its owner. The woman that attended the red haired man could be called many things, but soft certainly wasn't one of them. Her features, which had once been smooth and warm, were now severe, weighed upon by years of cold rain and watching friends die. Her mouth was turned down in a semi-permanent frown. Nevertheless, her golden eyes were warm: spiting her face, they made it clear how much she cared for the man she addressed.

"I… I couldn't do it, Konan." Nagato's voice rasped like sandpaper. His chest heaved, and his arms trembled with effort. He closed his eyes, hiding the distinctive purple of the Rinnegan, and spoke again, sounding unbelievably tired.

"I wasn't strong enough. The Nine-Tails… the Nine-Tails escaped." His voice wasn't just tired now. Now, it was filled with self-loathing, heavy and violent.

"It's okay, Nagato. It's okay. Madara warned you about the distance. You knew…" Konan trailed off. Intellectually, both she and Nagato had known that the distance from Amegakure had been an issue. That it would weaken the Paths.

But neither of them had truly believed that Pain would _fail_.

"It is not okay." There was the self-loathing again; coming from such a pitiful form as Nagato's, it only cut deeper into Konan's chest. "It had no guard… it was far from its Village… it was the perfect opportunity." Nagato finished.

"Peace was _within my grasp._ And I failed." There was more pain in those words, more suppressed agony, than all the years Nagato had gone through had ever drawn from him.

Konan suddenly stiffened. "Nagato, what about-"

"Yahiko is fine." The emaciated man assured her. "Itachi Uchiha demanded he retreat." Nagato's lips quirked into a small, grim smile. "He allowed that, at least."

Konan sighed in relief, and as she did, Nagato straightened up, his back audibly cracking. He'd been hunched since his Paths had engaged the Kyuubi, all of his attention devoted to controlling them over the sizeable distance.

"I had to leave one of the Path's behind to bring Yahiko back." He said, his voice becoming more business-like. The loathing was gone: though Nagato's body was weak, his strength had returned nonetheless. "I don't doubt that the Nine-Tail's comrades will bring it back to their Village for study." He said, opening his eyes once more. "However, Pain's secrets have already been exposed. There won't be much more they can pull from that body." He mused.

Konan spoke up, her moment of worry forgotten; her voice was once more severe as her face. "The attack upon Konoha is no longer practical then. With your techniques known…"

"Yes." Pain agreed. "Even if I moved closer to the battlefield, the strength of Konoha's ninja is not to be underestimated. Today taught me that, if nothing else. The Jinchūriki, two jōnin and five chūnin, and they nearly defeated Pain by themselves. To attack the Village now… it would not go well."

"There's only one thing to do then." Konan noted.

"A trap." Nagato responded. He had known Konan for over thirty years: it wouldn't be an exaggeration to say that they knew each other better than they knew themselves. And if there was anything Nagato knew about Konan, it was that she loved traps.

"Exactly." The blue-haired woman affirmed with a nod. "Bring the Nine-Tails here, somehow. You know Amegakure better than anybody: the battlefield would be far in your advantage. With me supporting you, success would be far more likely."

"Risky, though." Nagato said. "If Jiraiya-sensei-"

"I trust Madara to uphold that, at least." Konan said, her face flat. Both of them knew that she did not, in fact, trust Madara in the slightest. But even Konan had to admit that the ancient Uchiha was rather good at killing people.

"At any rate, we would have to bring the Nine-Tails here. And without the support of Konoha." She continued. "More ninja would only bring trouble."

Nagato thought in silence for a moment, his breath rattling. Konan suppressed a wince. Her oldest living friend had pushed himself harder today than he ever had before, and they had nothing to show for it.

"We'll need a hostage." He decided. "Someone to lure Naruto Uzumaki in. Someone that he alone will feel the need to retrieve."

Nagato Uzumaki smiled then, a teeth-baring grimace that revealed dried blood under his lips and narrowed his Rinnegan.

"And I have the perfect one in mind."

###

AN: Goddamn this was long. And a lot of stuff happened. Sorry if the thing with Orochimaru seemed a little quick. Don't worry: if it wasn't obvious, he's definitely going to be back. At least now, he's out of Sasuke.

The same goes for Pain: I didn't want him to just exit stage left, and I hope you'll forgive me for that. But by that point, everyone involved in that fight (especially Pain himself) was completely exhausted, limbs crippled, low on chakra… it just wasn't going to be an exceptional battle no matter what. I hope the rest of the chapter made up for it.

This chapter went through _many_ revisions. Originally, Naruto did go Kyuubi and fight off Pain, destroying the Deva Path (and severely injuring Hinata in the process), but I changed it for three reasons.

One: it was far too close to canon (and I didn't want to take out Hinata just yet).

Two: It gave Itachi almost nothing to do. I wanted him to actually confront Pain at least once, because conversations between them are fascinating (to me, at least).

Three: If the Deva Path were killed... if all that was left of _Yahiko_ was destroyed... Nagato would go CRAZY. And I don't want my story being that grim. Can you imagine an enraged, unfettered Nagato? Brrrr. As it is, I'll need to come up with some new bodies for Pain to use, since all of the Path's except Deva got killed.

But I won't lie. This chapter was _so much fun_ to write. I just stuffed as much _fight_ into it as I could, and then beat the shit out of anyone who got in the way. Just about everyone in this chapter got pretty fucked up at one point or another ('cept for Gamakichi, cause he's awesome). Still, they mostly came out okay (contrary to my original draft, which had Shino basically completely crippled by the end of the fight, and Hinata in a _coma_).

Also, I used another filler jutsu: the Toad Flame Oil Bullet. Naruto melds his Futon style chakra with Gamatatsu's oil, and then Gamakichi catches the whole thing on fire. People say the Rasenshuriken is deadly, but holy shit, this thing decked a Tailed Beast in one shot. Naruto has an army killer on his hands there.

Sorry for the long note. Thanks for reading! If you liked the chapter, leave a review: seeing one always brightens up my day.  


Serendipity, out.


	5. Aftermath

Not Sick Chapter 5

Regrouping

It was unnerving, Kisame thought, the way that Itachi walked.

Itachi was unnerving in many ways, though Kisame (of course) never gave away that he _found_ that his partner was extremely unnerving in any way. Itachi was a man who approached every situation with the same kind of ruthless pacifism: he and Kisame had crossed whole countries relying on his genjutsu to make them seem like nothing more than fickle ghosts or half-imagined daydreams to any that they had crossed. Unless a fight was absolutely necessary, Itachi had steered away from it, and more than once he had kept Kisame from simply taking the easy option.

For Kisame, violence was always the easy option. He couldn't understand Itachi's casual distance from obstacles.

But when it became necessary, Itachi was the most vicious ninja that Kisame had ever had the pleasure of working with. And as a former member of the Seven Ninja Swordsmen of Kirigakure, he had had the dubious honor of working with some of the most psychotic, sadistic, brutal murderers that the ninja world could produce. And even within that group, Kisame had been the best: more sadistic, more brutal, and more unpredictable. It was why he was the only one of his generation still alive. And yet, Itachi made all of his former comrades seem like pathetic children, emulating what they had read in storybooks.

The Uchiha had ice running through his veins. He didn't fight men: he _killed _them. Kisame, better than anyone, knew the distinction. Itachi did not give his enemies the honor of single combat, or the thrill of knowing his name before they died. He simply attacked. One look in his eyes, and the "fight", as it was, ended, his opponents dead before they even realized it had begun. The only epilogue was a slit throat or cremation.

Kisame had only seen this method fail twice in his time with Itachi. Once had been when they were in Kumo, the Land of Lightning. In the midst of gathering information on the Jinchuuriki of the Hachibi, a squad of patrolling Jonin had stumbled them upon. The battle had been short, and Kisame would probably not have remembered it but for one detail: as he had struck a man down with Samehada, the blade chewing on the fool's shoulder as it bore him to the ground, he had looked up and seen Itachi face off with a rather tiny kunoichi. They danced around each other for several moments, before the Kumo-nin had lunged, attempting to skewer Itachi on her katana. Itachi had simply pointed at her, a simple movement of just two fingers, and she'd frozen, trembling. He'd stepped forward, a kunai palmed, reaching for her throat, and the woman had abruptly unfrozen and swung wilding for his head. Itachi had ducked, but the backswing had taken him in the shoulder… and he'd exploded into a flock of crows. The next moment, the Kumo-nin's blade was in _Itachi's _hand.

As well as buried in her back.

The second time had been in Konoha, not long after. The incident had been eerily similar: a squad of pissed off Jonin encountered mid-recon, and a woman who had taken it upon herself to go up against Itachi alone: with genjutsu, of all things. Foolish. He'd turned her illusions back upon her, and gone for the killing blow. But unlike the Kumo-nin, she had ducked the fatal strike, evading death by inches. She'd survived the rest of the battle as well, though perhaps only because he and Itachi had left due to the lack of any Jinchuuriki in the village.

Distantly, Kisame wondered what had happened to the woman with the striking red eyes. She had been good enough to survive Itachi: he doubted that she'd come up against a more deadly foe since _him_.

At any rate, Itachi was frequently unnerving. But at the moment, he was being far more so than he had ever been so before. Despite the fact that he had no eyes (that he had _dug them out himself_), he was navigating the forest as if he'd been born there. Kisame's assistance was apparently unnecessary. Perhaps he had some sort of jutsu that mapped the area around him? That sounded like something Itachi would do: the man was usually prepared for nearly every contingency.

Kisame wouldn't ask. That would be betraying ignorance, and therefore weakness. Even after all his time with Itachi, he had never been comfortable with revealing anything like that to the man. Perhaps ironically, the Uchiha had always reminded him of a shark, who would fall upon the wounded or lesser as soon as he smelled their handicap, despite his behavior to the contrary.

However, they couldn't just keep traveling in silence. Even Kisame couldn't handle that kind of tension. So he fell back on the only thing that he felt comfortable with in situations like this.

Humor. Or at least, what passed for humor from people who'd grown up in the Bloody Mist. In that, though Kisame didn't know it, in that he and Suigetsu were very much alike.

"So, Itachi." He said. Though he knew the Uchiha couldn't see him, he smiled anyway, a wide grin that revealed far too many inhuman teeth. He was sure that the eyeless man knew exactly what he looked like anyway. "Was it really necessary to be so… dramatic?"

Itachi just shrugged. Kisame took that as unspoken permission to continue. The Uchiha was like that; a conversation with him was always just as much small gestures and facial tics as words. Once, long ago, when Kisame had been attempting to figure his partner out, he'd theorized it was because the Uchiha had grown up talking to people with the Sharingan: dramatic facial expressions weren't needed when dealing with such powerful eyes.

Or maybe Itachi was just perpetually cold. Kisame couldn't exactly rule that possibility out.

"I mean, you just pulled them out, right in front of them. And at the end, 'You'll have to take them.'" He grinned. "Just so calm. Loved it, really. Probably traumatized the pink one, though. She was looking a little squeamish. I thought she might faint!" He snorted. "Some medic ninja."

Itachi's silence continued. Kisame didn't really care.

"I have to ask: where'd you come up with that? I mean, earlier, when you were fighting Sasuke, were you thinking to yourself, 'How can I terrify my little brother's teammates? I know! I'll rip my eyes out in front of them! It's flawless!'" Kisame shook his head. "This is why I like traveling with you, Itachi. Always so entertaining." He said.

"Actually-" Itachi said. Kisame stopped. It was rare that the Uchiha actually reciprocated in this kind of game. "I didn't come up with it. My cousin did."

"Huh?" Kisame didn't see where this was going.

"Weeks before I killed my family, I found my cousin on the outskirts of the village. Or rather, he found me. His name was Shisui Uchiha, and he was one of the few in our clan's history who had unlocked the Mangekyō. His father was one of the rare men in the village that was truly respected by the Nidaime Hokage." Itachi sounded almost wistful. "He was assassinated near the end of the Third War. An assassination that Shisui, despite his best efforts, failed to stop."

Itachi paused, before shaking his head, dispelling old memories. "He was frantic, and for good reason. His left eye was gone: stolen, he said. The Uchiha had been planning a coup for several months, one that would decapitate the leaders of the village and install us as its head. When he had failed to convince his own family to stop backing the coup, Shisui went to the man who would be the one to put it down: Danzō Shimura, a man with a private army of broken killers at his beck and call."

Itachi didn't turn to face Kisame: he just kept walking through the forest, his stride as steady as his voice. As Itachi spoke, Kisame just became more and more silent. He had _never_ heard anything like this before.

"When negotiations there failed as well, Shisui became… desperate. He planned to use his trump card. The Kotoamatsukami: one of the most powerful genjutsu in existence, overpowering even my own Tsukuyomi." Itachi paused, and Kisame wondered why he was revealing this now. The idea of a genjutsu more potent than the Tsukuyomi was frankly terrifying.

"He intended to use it on my father. To convince him that it was not necessary for the coup to go forward. It was likely he would have failed, but he never got the chance. Danzō did not believe that peace with the Uchiha was possible. And so, Shisui was ambushed. Danzō, and several of his lackey's, attacked him in the dead of night."

Itachi smiled for a moment. It chilled Kisame to the core. "Shisui singlehandedly killed seven ROOT ninja that night. But in return, Danzō took Shisui's left eye. Shisui fled, and found me. He knew that Danzō's men would be after him. And as he told me, he _would not_ allow both his eyes to fall into that man's hands. So, he gave the other one to me."

There was a lull as Itachi maneuvered under a low-hanging tree branch, during which Kisame began to feel something that wasn't quite sympathy for his partner. He didn't know if he even _could_ feel that anymore, but he was intimately familiar with the slow realization of betrayal, and this story reeked of it.

"Just as I did back there, he pulled it from its socket and handed it to me, without flinching. A true Uchiha: one that I had to drown not five minutes later. That was the day I received my Mangekyō Sharingan, thanks to Shisui Uchiha. Since then, I have always hoped that I could repay him, in any way, for what he had done for me."

Itachi turned around, his empty sockets becoming apparent to Kisame. "The least I could do, I think, was experience what he did. It's a small thing, but every step counts when scaling such an obstacle."

"Uh…" Kisame really didn't know how to respond to that. "So, a memento then?" Itachi shrugged, seemingly completely without care. "I suppose you could call it that." He said. "Though it also served as a rather effective message."

Kisame had regained some of his confidence. "Oh? And what message was that?"

Kisame could tell that, even without his eyes, Itachi was giving him an incredibly dry look. "Really, Kisame? I know you aren't as stupid as you act. Tell me: how do you think Konoha ninja, who for the past decade have heard little of me but horror stories of effortlessly decimated high-level ninja and _entire clans_ slaughtered silently in the dead of the night, will react to tales of me removing my own eyes without hesitation? And to the fact that I have replacements, which might even be more powerful then my own?"

Kisame stood still, gazing at his partner. His smile, which had steadily slid away as he listened to the tale of Shisui Uchiha, spread back across his face. He began chuckling, a laugh that started out low and darkly amused and quickly escalated to near hysterics.

"Itachi, you're going to make someone shit themselves back in your village, you know that?" He said, trying not to double over with the force of his laughter.

All Itachi gave away was a wry smile that merely turned up a single corner of his mouth, but from him that spoke volumes. "Oh, I don't doubt it." He said, before turning and continuing on his way into the forest.

Kisame followed, still chuckling, wiping at one of his eyes. "Ripped his own eyes out!" He said in a mock falsetto. "They'll talk about you for years! They'll probably think you're crazy! Well-" he corrected, smiling even wider, "crazier than you already are."

"Do you really think that, Kisame?" Itachi asked, and there was something subtly different in his voice. Something hard. Kisame didn't backtrack, but, recognizing the new angle of the conversation, sharpened his concentration. He snorted. "Of course you are, Itachi. You just ripped your own eyes out, and then gave them to your brother, a kid who hates your guts and would like nothing more than to see you dead. Not to mention, you just fought off "Pain-sama". So now you've got a homicidal sibling and a pissed off god gunning for you. I'm pretty sure they're going to have to redefine "crazy" when it comes to you."

Itachi sighed, stepping over a fallen log. How was he _doing _that? "If that's the case, why are you still with me then, Kisame? Shouldn't you be heading back to Amegakure? Back to Madara?"

Kisame remained silent. They'd had this conversation before. Itachi continued. "He has what you want, after all."

"I _want_ no part in that." Kisame said. His smile was gone once more. He wasn't angry; merely pensive. "A world of truth… heh." He shook his head slowly, a sad look in his beady eyes. "It's a nice thought, but it's impossible."

"Only impossible if you don't accept it." Itachi said. "You could be happy, Kisame. I would understand if you left me now. I wouldn't mind. I can make it to Tanzaku Gai on my own. I'm sure I could find someone there to take pity on a young blind man until Karin arrives." There was that wry smile again. Itachi had shown more emotion in the last two days than Kisame had seen him express in all their years together. Instead of making him seem more approachable, it had just made him more unnerving; it was out of character for the stoic Uchiha. And when ninja began to act out of character, bad things were usually about to happen. "You could even kill me now, and bring me to him. I'm sure that would make him happy."

The ex-Kiri ninja snorted. "I didn't come this far to just leave you now; or to kill you." Quietly, Kisame wondered if he even could kill Itachi, even crippled as he was now. He didn't doubt the Uchiha had made preparations. Though what those could possibly be, he couldn't say. "And as for being happy…" Kisame trailed off. He really didn't know what to say to that.

What made him happy? Fighting excited him; killing enthralled him. The thrill of the hunt, that final sense of pursuit; the scent of blood, filled with panic and anger; the sound of gasps and screams. Could he spend the rest of his life like that, though? Moving from battle to battle? Could that even be called living?

Kisame didn't know. He'd fought all his life, and he suspected he'd fight for the rest of it, no matter how long or short that life turned out to be. He didn't know anything else but survival and combat.

"…I don't know." He finally said. "But that's not something I have to worry about now. Now, all I have to worry about is you being healthy enough to go through with your crazy, nebulous, suicidal plan."

Itachi nodded his head, a silent response, and continued into the forest. Kisame lagged slightly behind, lost in thought.

_'Itachi… my life may have been a lie, but the Uchiha have always given me purpose. First Madara, and now you. I wonder: it that my life? To serve the Uchiha clan, is that the point of my existence?' _

_ …_

_ 'I don't know. I'm not sure I want to, either. But I do know this. I won't betray you, Itachi. You're different: you are not like my comrades_ _in the past. You're forging your own path, and I'd like to see where it leads. I may have been known as Kirigakure's "Monster of the Mist"… but it seems I'm not so terrible after all.' _

_ 'I'll follow you, Itachi. Until the end.'_

###

"So let me get this straight."

"Okay."

"Right. So, Pain hit you with his jutsu, which basically broke every bone in your body."

"Right."

"Then the Kyuubi healed you, but instead of taking over your mind it just yelled at you to get up and fight. Which you did. Without its help.

"Yep."

"And then, because of the strain put on your body by the fox healing you, not to mention everything you'd gone through before that, Pain managed to defeat you despite the fact that he couldn't use one of his arms, _or_ his jutsu."

"Well, uh, when you put it like that-"

"But Hinata showed up, and managed to nearly defeat Pain by herself, taking heavy damage, before another body showed up and took her down as well."

"Yeah! It was-!"

"And _then_, Itachi showed up, fought him to a standstill, forced him to retreat, _didn't _try to kidnap you, and collapsed. After which both you and Hinata passed out."

"Uh-huh. But I totally didn't mean to-"

"Then when you woke up, everyone was back here, and Itachi was awake. And _then_, Kisame Hoshigaki showed up, who _also_ didn't try to kidnap you, before leaving just as quickly and coming back with Sasuke."

"Yeah. And then-"

"Itachi placed a genjutsu on him, compelling Orochimaru, who had survived inside Sasuke's body, to burst out, after which Itachi killed_ him_, leaving Sasuke unharmed _and_ free of Orochimaru's influence."

"Which was freaking-"

"And _then_, finally, before leaving, Itachi _dug out his own eyes_, handed them to Sakura, and left with Kisame?"

"Pretty much. He told her that Sasuke would know what to do."

"…"

Kakashi didn't know if this was just the best day of his life, or just the strangest. Best, because he, his team, and several other Konoha ninja had gone up against the _leader of Akatsuki_, and not a single one of them had died.

Everyone (except for Naruto, of course) had at least one or two broken bones. Hinata would be walking funny for a while, as would Kiba. Sakura, Sai, and Yamato would probably have chakra exhaustion for a couple days, and as for himself, he just wanted to sleep for a week. But they were all _alive_. It was a miracle, and not a minor one, either. If Pain really was a god, there was an equally powerful one watching over them.

So, any way he looked at it, today had been a really, _really_ good day. But on the other hand-

"Oh, and I barfed up a crow." Naruto said, his face twisting in disgust.

Kakashi closed his only visible eye. He almost didn't want to know. Eventually, a slow, wary "What?" emerged from his mouth, like a timid animal checking outside its den.

"Yeah. It was pretty nasty. Weird thing, though: it had a Sharingan. Itachi said it was a Katoatsumayumi or something like that. He said he might need it."

"Kotoamatsukami, Naruto. He called it the Kotoamatsukami." Sakura chided, running her hands over Hinata's side. The Hyuuga had suffered mild organ damage in her fight with Pain, and she winced with every pass. Slowly though, the pain was becoming dull.

Naruto snapped his fingers. "Right! That's it! Good memory, Sakura! I wonder what it does…" he murmured, looking off in the direction Itachi and Kisame had been. The dust cloud was slowly settling, but visibility was still exceptionally poor: none of the Konoha ninja could see more than two hundred feet except for Hinata, but she was too low on chakra to regularly use her Byakugan.

"Something bad, if Itachi wanted it." Sakura replied, refocusing on Hinata. After the fight, the dark-haired girl had quieted down: apparently, she was done being extroverted for the moment. Now, she seemed content with stealing glances at Naruto as he scanned the dust cloud.

Sakura sighed. Apparently, despite what the events of the day, some things hadn't changed. It was kind of gratifying, actually. The idea of a Hinata that was bold was… unnerving.

"Hey, come on Sakura, that's not fair. He saved Hinata and me. Without him, we'd be…" Naruto trailed off, then shrugged. "Well, it wouldn't be good."

"Yeah. He saved you, Naruto." Sakura said, finally finishing with Hinata, who gave a soft "Thank you" as she got back to her feet and wandered over to Kiba, who was wincing every time he took a breath. "And he also killed his entire family. And took Sasuke's eyes."

"Yeah. But then he gave us _his_! I mean, that's got to mean something! He said to ask Sasuke when he woke up. Maybe we should…" Naruto turned to the Uchiha, who was still lying on the ground, completely unconscious. His breathing was even, but the dried blood on his face made him seem more damaged than he was.

"No." Kakashi interrupted, breaking from staring at the ground and trying to figure out the bizarre events of the day. He'd worry about them later. "We're not waking him up till we're back in the village. Sakura, he needs time to rest, right?" The pink haired girl nodded, biting her lip. "Right. And anyway," Kakashi glanced at the insensible Uchiha, "I don't want to give him another chance to run for it. Even without eyes, it would be trouble to catch him."

"Oh come on Kakashi-sensei. Sasuke wouldn't-" Naruto tried to interrupt, but Kakashi turned and stared at him, and Naruto suddenly realised that Sasuke _would_. He'd run before, and besides his new handicap there wasn't much keeping him from running again: particularly after his brother had beaten him so soundly. Perhaps it actually would be better to just keep him out of the way until they were in Konoha.

"Well then, why did Itachi save us?" He said, moving back to what Sakura had said. The last hour had severely changed his beliefs about Itachi Uchiha. He didn't know what to think of the cold man now, who apparently sought world peace; and who believed that _Naruto_ was one who could bring it about. Who, nevertheless, had burned a man to death without hesitation, and stolen his younger brother's eyes.

Sakura shrugged, a motion that betrayed her exhaustion. "Who knows?" She said. "Maybe he just wanted you to owe him. Or maybe even _he_ doesn't want that man's insane plan carried out." She shivered. "Honestly, how can he believe that? How would killing so many people possibly bring peace?"

Kiba spoke up, no longer wincing with every breath: Hinata had at least enough chakra to help him with that. "The guy's name was _Pain_, Sakura. I doubt he's especially reasonable. I mean, he was some sort of crazy body-jumping maniac. His eyes were _purple_. What more do you want?"

"That coming from someone whose sensei has _red_ eyes. Come on, Kiba, odd eye colors don't necessarily mean insanity." Sakura said.

Kiba waved her off. "Kurenai-sensei doesn't count. She's a girl."

Sakura froze, slowly turning to look at Kiba, who had suddenly gone just as still, his instincts screaming at him that he had just wandered into extremely dangerous territory.

"And what does that mean?" She said, sounding unreasonably calm.

Kiba twitched, one of his eyes developing a sudden tic. "Uh, well… 'cause all girls are already-"

Sakura still had a sprained ankle, several ribs that were only mostly healed, and the rest of her body was covered in bruises and scrapes. Nevertheless, less than a second later Kiba was laid out on the ground, a vivid red handprint extremely visible on his face, and Sakura was standing over him, shaking one of her hands out. Akamaru whined, but didn't do anything to defend his partner.

"…Anyway," Kakashi said, seemingly ignoring his student's bout of probably-justified violence, "we should get out of here. Now. We don't know where Sasuke's team is, and they could have avoided the fight entirely. If they come here fresh, we might be in trouble."

Naruto nodded, and walked over to Sasuke as the rest of the team made their way to their feet (including the still-stunned Kiba, who was helped up by Shino). Naruto bent down and slung the Uchiha over his shoulder, unknowingly imitating how Itachi had carried his little brother away from the recently destroyed Uchiha bunker. He turned back to the group, an enormous smile on his face, and gave a thumb up. Might Gai would have been envious of the enthusiasm in the motion.

"Alright then!" the Uzumaki said, the light of the setting sun behind him throwing his bright hair into sharp contrast.

"Let's go!"

"Not so fast."

There was a rumbling voice, and the entire group turned to find a tall man with bright orange hair striding towards them. Kakashi recognized him as one of the members of Sasuke's new team: he hadn't caught his name before the fighting had started, however. The settling dust had concealed his approach, and now he was only thirty feet away from the Konoha ninja.

Kakashi took stock of his own injuries. Chakra exhaustion. Shallow shoulder wound. Sprained wrist. Without Sakura, it would have been far worse. At any rate, he'd fought in conditions far more painful before; the rest of the group, probably not. Yamato was out as well. His Mokuton wouldn't be of any help here: he was way too low on chakra. So was Sai, for that matter, even if the pale boy wasn't occupied carrying the body of the seemingly deceased Pain. If this man was here to reclaim Sasuke, then-

"I'm here for Sasuke." The man said.

Ah. That was that then.

"Like hell we'll let you take him!" Naruto yelled, swinging around even with Sasuke on his shoulder, causing the Uchiha's head to sway. "We didn't come this far just to let someone-"

"I'm not here to take him." The man said, his voice quiet.

"Huh?" Naruto quieted down as well, just watching the man with wary eyes.

The man shook his head, a gentle movement, and as he spoke he drew closer to Naruto, eventually coming to within several feet of him. "I'm not here to _take_ Sasuke. I'm just here _for_ him. It would be dangerous for me not to be."

"Dangerous?" That was Sakura again: she'd always been naturally curious. "Why?"

"Two reasons: one, if I'm not, I might just kill all my teammates." The man said without emotion, and Sakura drew back a little. Why did her questions always get such dangerous answers? The orange-haired man continued, used to such reactions. "Two," and here his mouth turned up in a humorless grin, "if I don't go with Sasuke than Itachi Uchiha will kill me, my teammates, and then his brother. So it seems like the best thing to do."

Kakashi stared at the man, measuring him. His Sharingan may have been covered, but he was still a veteran Jonin: reading body language was second nature to him. And everything about this man screamed sincerity.

"Well, uh…" Kakashi said. The man understood his intent, and responded. "Juugo." He said. Now Kakashi had a name to go with the face. "Well Juugo, what do you mean by that?"

"The first or second part?" Juugo responded, a rather deadpan expression on his face.

"Both, preferably." Kakashi was just as deadpan.

"Well, the first reason is because I have a curse, you see. It causes me to go crazy and kill everyone around me." The tall man said, sounding far too reasonable for what he was saying. "Sasuke is the only one who can keep me calm. Something about his chakra stabilizes me."

Kakashi smiled, his only visible eye turning up. "Well, that's good. We wouldn't want any insane rampages on the way back to Konoha, would we?" he sounded totally carefree. All of the other Leaf shinobi paled: not even Naruto and Sakura could tell if their sensei was being serious or not.

"The second reason," Juugo continued, "is because about ten minutes ago, Itachi Uchiha kept a member of my team alive and then told her that she would meet him somewhere in three days time, that she would bring my other comrade with her, and that I would go to Sasuke and travel back to the Village Hidden in the Leaves with him. And that if we didn't do this, he would kill all of us, slowly, painfully, and repeatedly, and then he would do the same to Sasuke." He paused, looking thoughtful. "He probably could have just said that: Karin cares even more about Sasuke than I do."

"You weren't there when she met with him?" Kakashi asked.

"No. I was unconscious. Whatever that jutsu that destroyed the town was, I barely managed to survive it. Karin told me when I woke up. Then she healed me and sent me here. It's my job to make sure Sasuke is safe, and that he makes it back to Konoha." The big man shrugged. "Beyond that, I honestly don't care what you guys do. I just think it's best for me to be around Sasuke."

"…Huh. Where was Itachi going to meet her?" Kakashi was fishing for information. Knowledge of Itachi Uchiha's whereabouts in a couple days time would be extremely valuable.

"She didn't know, except she did. I don't know how: Itachi did something to her with his eyes, apparently. She just knew that she had to meet him somewhere, and that I had to get back to Sasuke. So I did; now I'm here."

Kakashi just stared at Juugo, his mind whirling. He couldn't decide if this was a trap or if Sasuke truly had a teammate that cared enough for him to simply follow him back to the village. Juugo saw his stare. "I understand if you don't trust me. In fact, I expected it. Nevertheless-"

"What are you talking about?" Naruto spoke up once more, his voice filled with just as much sincerity as Juugo's. "You say that you're Sasuke's friend, and that's good enough for me! Any friend of Sasuke's is a friend of mine!"

Juugo looked at the blond, a confused look on his face. "What about Orochimaru?" Naruto just waved him off, a careless look on his face. "That doesn't count. Sasuke _killed _him. Well, kinda. Anyway, he wouldn't do that to a friend." He said.

Deep inside Naruto, something cracked, but he ruthlessly suppressed it, crushing the dissenting voice that was yelling, '_Yes he would, he _tried_ three years ago,'_ underfoot like an eggshell.

"So!" He said, a bright smile on his face concealing the turmoil inside him. "Want to carry him? The bastard's gotten pretty heavy!" He handed the Uchiha off to Juugo, who took the body as if he were handling something made of porcelain. Seeing such a large man act so delicately made Naruto want to laugh, but he held it in: he liked Juugo, even though he'd only met him three minutes ago. There was just something about him.

"I'd appreciate it if you didn't call him that." Juugo said, his voice a little quieter.

Naruto's smile dimmed a little, but he maintained most of his enthusiasm. "Yeah. Okay." He turned back to Kakashi, who was watching Juugo with a look that very clearly stated that he was officially being watched. Not out of overt suspicion: that was just how ninja operated. You didn't let an unfamiliar face into your group right away, particularly when that face had probably been experimented on by Orochimaru and apparently occasionally flew into killing rages.

Naruto saw the look in his sensei's visible eye, but ignored it.

"So!" He said again.

"Can we go now?"

###

"Karin?"

"Yes?"

"Why the hell are we walking _away_ from where Sasuke is?"

Karin sighed. "Do we really have to have this conversation again, Suigetsu?" She was striding south, into the forest. Suigetsu was held in her palms, a couple pounds or so of extremely dense water that had taken on the appearance of the belligerent teen's face. As they walked, a steady stream of water collected around them, trailing after Karin's heels. It was like a mobile river.

"Maybe." Suigetsu said, his voice burbling. "I just don't get why we're cutting and running like this. I doubt those Leaf ninja are in better shape than us. They're gonna take Sasuke back to Konohagakure, remember? You really want that to happen? We should head back and-"

"Of course I don't!" Karin snapped, and Suigetsu shut up for the moment. "But we don't really have a choice, do we? Do you _want _to be killed by Itachi Uchiha? Do you want him to kill _Sasuke_?"

"You know I don't." The head burbled. "I don't think _anyone's_ stupid enough to want that. But I think he might be bluffing about that. Why else would he need _you_? He must have been more hurt than he looked."

Karin paused. Suigetsu might have been right. Itachi Uchiha, from what little she knew of him, was a master of composure: he could have easily been hiding a debilitating injury. However…

"No, I don't think that's it." She said, staring off into the distance, thinking hard about Sasuke's older brother. "It's not just him being hurt. If that were the case, he wouldn't need someone like me. I think…" She paused, trying to pull her thoughts together. "I think it has something to do with Sasuke's eyes."

"Huh?" Suigetsu said intelligently.

"I've been thinking about it. You saw Itachi's eyes, right?" Karin asked.

If Suigetsu had been more than a head, he would have shivered. He'd seen Itachi's eyes, all right. They'd been like chunks of ice stuck in the man's head, obsidian flint that stared and judged, that sucked in all light and reflected nothing. In other words, they'd been fucking creepy.

But they'd also been greying in some spots, milky in others, and there had been some significant cataracts along the edges. They had been the eyes of an old man, not a twenty-something year old.

"Yeah. I saw them. They looked a little… strange. Old." Suigetsu said, trying to respond respectfully. He wasn't sure he'd be able to pull himself together again if Karin punched his puddle apart at the moment.

"I was thinking the same thing." Fortunately, the redhead was apparently lost in thought: she _probably_ wouldn't hit him right now. Karin rubbed at the recent bite-mark on her shoulder, which was still dribbling a bit of bright blood. "There was something wrong with them. They seemed damaged."

"So?" Suigetsu was getting impatient. And uncomfortable: spending so long as a puddle got disconcerting after a while. A lack of defined sensation, of shape, became freaky no matter how many times it happened.

"So, he took Sasuke's eyes. That's not something he would do unless he had a reason. If he just wanted to be cruel, he could have just removed some limbs." Karin said, her face twisting in distaste at the thought of Sasuke losing limbs to his older brother.

"He was pretty prideful about his eyes." Suigetsu pointed out. "Maybe he was just trying to humiliate him. Take away what he found important." Suigetsu knew all about that. More than enough: Mangetsu had taught him everything he knew about degrading an enemy, and Mangetsu had been a master of assassination techniques.

Nothing was as degrading as being killed without having a chance to fight back.

Karin shook his head. "No, that's not it. He had the eyes preserved, in that jar. He would have just destroyed them if he wanted to hurt Sasuke. I think-" she paused. "I think that Itachi is going to _replace_ his eyes. With Sasuke's."

"What?!"

"Well… they're brothers, so genetically, they're probably compatible. They both have pretty powerful Sharingan, as well: I know for a fact that Sasuke was starting to become just as proficient as Itachi when it came to doujutsu. It was all Orochimaru would talk about whenever he visited. So it stands to reason… that Sasuke took his brother' eyes so he could _use _them." As she spoke, Karin began to look more and more disturbed: she hadn't considered the full meaning of her words until she'd said them out loud.

Suigetsu just stared up her from her hands, his features vanishing as the water swirled of its own violation. The swishing made a sound that sounded a lot like a sentence.

"That's fucked up. _You're_ fucked up for thinking it up. And Itachi…" he paused as Karin looked down at him with growing anger. "Itachi is just fucked up enough for that to really be his plan. Goddamn. If I knew all Uchiha were so bent, I probably would have-"

"Just shut up!" Karin yelled, and tossed the water to the ground in front of her, where it quickly rejoined the mass of chakra imbued liquid that had been following her. As she did, it made a sound that sounded infuriatingly like a raspberry. Karin growled and kicked at the water as it reformed, but it was pointless: within five seconds, Suigetsu stood there, looking as if he'd never been scattered over a mile or so of dusty wasteland. He cracked his back, which she knew to be an imitation meant to annoy her and nothing more: the Hozuki didn't actually have a spinal cord, after all.

"Ah." He said, sounding satisfied. "That's so much better. Thanks, Karin." He said with a smile full of sharp teeth. "Now, where did it land…" He muttered, turning around and wandering north. Karin huffed and followed him.

"Where did what land?" She asked, still irritated.

"My sword!" Suigetsu said, a whine in his voice. "I lost it when that jutsu hit me. I know it's somewhere around here: there's still a bit of me attached to it."

"It's just a stupid sword, Suigetsu. Come on. We have to get going." Karin said, turning back towards the forest.

Suigetsu turned around. His expression was uncharacteristically flat. Karin stride faltered, and she stared at him.

"We're getting my sword." He said, and then kept moving away from the forest, northward. Karin sighed and followed him. As they walked, she planned.

They had a long trip in front of them, and Itachi was waiting at the end of it. Itachi, who still had working Sharingan eyes.

Itachi, who was Sasuke's older brother, and therefore genetically compatible.

Itachi, whose eyes would serve just as well as substitutes for Sasuke as Sasuke's would for him.

Oh yes. Karin had a _lot_ of planning to do.

###

Guarding the gates of Konoha could be called a lot of things.

Boring was one of them. Interminable could be another. If one wanted to use stronger language, then "fucking mind-numbing" would work quite well.

It wasn't a job for the faint of heart; there wasn't much a ninja found worse than having to sit in place, for six. Whole. Hours. It was enough to drive most men and women mad.

Kotetsu Hagane and Izumo Kamizuke weren't most men. They were, in fact, two of the most accomplished and least ambitious chūnin that Konoha had seen in a long time. Which was why when they were not tagging along on A-rank missions they were, more often than not, guarding the gates of Konoha.

They had to have _something_ to do, after all.

Guarding the gates, despite its implications, was not a very important job. No enemy ninja worth their hitai-ate would _ever_ attempt to get into the village through such an obvious entrance. So, any ninja posted there would spend their shift watching civilian traders, genin, and other chūnin enter and exit the village; and when you've seen one team of squabbling, brightly dressed children with an exhausted sensei blow past you, you've seen them all.

So, whenever Kotetsu and Izumo did gate duty, they tended to either play cards or simply chat in-between bouts of watching the people who passed them. They often made a game out of it, guessing occupations, personal dramas, and other such intimacies.

As they were doing now.

"She's looking for her long lost brother." Izumo said, glancing at a tall woman with flowing black hair who swept past them, doing her best not to look hurried and barely succeeding. "He was a fisherman's son, and when he was young he saw a skirmish and decided then and there he would be a ninja. So his family sent him off, but now his sister's come to find him. The family needs money, and they're hoping he has some."

"Nah." Kotetsu said, leaning back and idly scratching at the bandages around his noise. "That's not it; not money problems. Look at her. That's a nice dress. I bet she was engaged to some merchant when she was young, and she's here to meet him for the first time."

Izumo turned to look at his friend. "Really?" He said. "Arranged marriage? Seriously?"

"Says mister 'Fisherman's Son'."

"It's just… why do you always say that it's an arranged marriage?" Izumo asked, shaking his head.

"I don't!" Kotetsu indignantly said. "Where'd you get that idea?"

"Oh, I don't know. It's just that _every single woman_ that passes us is apparently here to get engaged, or they already are. What's up, Kotetsu? Marriage on the mind?" Izumo asked, idly tracking the woman as she walked deeper into the village. She really did have a nice dress, among other things.

"No!"

"Tch. Of course. Who would marry you, anyway? I'm sure you have so many prospects." Izumo laughed.

"Hey! It could happen!" Kotetsu acted hurt, but they'd had this conversation many times before: by now, the whole thing was just another routine.

"Yeah. Keep dreaming. Okay, wait I got this one." Izumo pointed to an older man, with grey hair and broad shoulders. He was probably about fifty, but he looked quite strong for his age. "He's… he's a writer."

"A writer? What gives you that idea?" Kotetsu asked, staring at the man as he slowly made his way into the marketplace just off of the main entryway.

"Dunno. He makes me think of a writer, though. I bet he's here to see if his new book bombed or not. He's written a bunch, but he's sure this newest one is the best." Izumo sounded quite sure of himself. Kotetsu found himself nodding along with him.

"Yeah, yeah. He tries to write these epic dramas, but they always come out sounding too fancy. So with this latest one he's dumbed it down a little. He's hoping more people will like it. Then he can write what he really wants to." He said, staring intently as the man vanished into the crowd. Izumo turned to stare at him.

"Where'd that come from?" He asked.

"Oh, uh, I guess…" Kotetsu said, rubbing the back of his head. "I don't know. It was just there. You know, this is the first time in a while we've agreed on someone." He said with a grin. Izumo just kept staring at him.

"Have you started your book yet?" He asked.

Kotetsu paused for a second, before relaxing and leaning back in his chair again. His hands began to brush against the bandage wraps on his face: a nervous tick he'd had since he was a genin. He didn't enjoy discussing his idea of writing a book with Izuma: it always just reminded him of how much work the process would be, and how little of that work he had done. "Nope. But I'm gonna get around to it. Just as soon as I know what I want to write."

"You've been saying that for like a year, man. You should just write it. Get it out of your head." Izumo said, trying to sound casual.

"It's… it's not that easy." Kotetsu responded, shaking his head. "I mean, I know _what_ I want to write, I just can't get it to-"

"Kotetsu. Come on. Trust me. The sooner you start, the better. I mean, you should probably finish it. Just in case." Izumo said, his casual façade beginning to break a little.

Kotetsu turned, his hands no longer playing with his bandages. "What do you mean, 'just in case'?" He said. Now _he_ was the one trying to sound casual.

"Nothing." Izumo said, trying to backpedal. Kotetsu was having none of it.

"Bullshit." He flatly stated. "What do you mean, 'just in case'? What're you thinking?"

Izumo hesitated, before sighing. "It's just… it's nothing. But ever since that mission with Asuma…"

"Ah." Kotetsu said, sounding a little uncomfortable. He knew exactly what Izumo was talking about. The last mission they had been on with Asuma had ended with the jōnin's death. "What, you're scared of dying now?"

Izumo shrugged. "Not that dramatic. Just more… aware, you know?" He said, pausing with a thoughtful look. "I mean, we're still just chūnin, and, well, Asuma was _Asuma_. He was the Sandaime's son, he was in the Twelve Guardian Ninja; he was training the new Ino-Shika-Chō formation, too. He was a freaking badass." Izumo shrugged again, unable to hide his discomfort. "And still, that Akatsuki guy took him out like it was nothing. And all we could was watch."

Kotetsu frowned. "That's not fair. We were fighting that other one. If-"

Izumo interrupted him with a small laugh. "You couldn't seriously call that a fight, could you? He was playing with us: if he'd wanted us dead, we'd have been dead. I think he just wanted to see if Asuma could kill his ass of a partner." He chuckled, a bitter sound. "Surprise. He couldn't."

Izumo slumped down while Kotetsu watched him. He hadn't known that his friend had felt this way at all.

"Izumo…"

"What?" The other chūnin turned his head slightly towards his friend.

"You're being an idiot."

Of all the things Kotetsu could have said, that was probably the last thing Izumo had expected.

"Huh?" Well, that sounded intelligent.

"Come on. Be serious. We're _shinobi_, man. It's not really a job you go into expecting to live forever." Kotetsu looked almost angry now.

"Wait-"

"So Asuma bit it. Yeah, it's sad. But you know what? His students didn't sit around afterwards angsting about how their sensei was dead. They went out there, a week later, and they killed the bastard who'd done it. Hell, I heard the Nara did it by himself. _That's _being a shinobi. Not-" he swept his arm towards Izumo, "starting to think you should have your affairs in order because maybe the next mission will be your last. I mean, that's barely _living_. Besides…" and now he smiled, "You really think you're gonna die with me there? Hell no! So long as we stick together, that'll _never_ happen."

Izumo just stared at his oldest friend. "Kotetsu…" He said.

"Yeah?"

"You really don't want to write that book, huh? You should put that in there: it was pretty good, for a dumbass." Izumo said with a small smile.

Now, Kotetsu was the one chuckling. "Pfft. Like anyone would read _that_. No way. Plus, wouldn't that be making myself the main character? Can't have that." He laughed.

Izumo put his hand to his chin, acting as if he were thinking deeply. "Yeah, you're right." He said, seemingly coming to a conclusion. "No way would you be the main character. A supporting guy, maybe. You'd pop up every once in a while and do something stupid. Every good story needs a couple of them."

"Hey!" Kotetsu said cheerfully, the gravity of their previous conversation completely forgotten. "If that's me, then you'd be my sidekick. You'd be way too serious all the time: that'd be your routine. You would always follow me around and nag me."

"What! Why do I have to be the nagger?"

"Admit it. You'd be perfect for the part."

"I don't nag!"

"Yeah? What about that escort mission a week ago, with the old VIP? You were always like-"

Whatever Izumo had been like on that mission a week ago never left Kotetsu's mouth. At that moment, there was a puff of smoke, a whoosh of displaced air, and a small green toad appeared on the road in front of the gate. It sat there for a moment, before croaking loudly. Then, it opened its mouth wide.

Kotetsu and Izumo stared.

A hand, scuffed and bleeding, shot from the mouth and grabbed the ground, digging into the dirt with an iron grip. A soaked, bedraggled body followed, pulling itself out of the toad's mouth in a lunging movement. It wore a light beige uniform with an underlying mesh, with a torn red vest hung over the rest of the outfit. When the man was entirely out of the toad's mouth, he flopped to the ground, gasping, facing up towards the sky.

His left arm abruptly ended about half a foot above where the elbow would have been, blood slowly seeping from the ragged amputation. His body was covered in small puncture wounds, scrapes, and bits of torn cloth. His remaining arm looked like it had been severely burned. He let out a relieved breath, a long, low sound, and turned his head to look at Kotetsu, who gazed back, eyes wide over his bandages.

'_No way.'_

"Hey." Jiraiya of the Sannin said. "Could you go tell the Hokage I've returned from my recon?" He smiled, an enormous, shit-eating grin that made his face seem twice as wide, and blood dribbled from between his teeth.

Then he passed out.

###

Congratulations on finishing Not Sick's shortest, and least exciting, chapter yet. Shout outs to Almost Electric, for pushing me to get this done, Rosebunse, for reviewing every chapter so far, and Ekusukallybaa, my fantastic beta who, as always, has immeasurably improved this story with his mere presence.

Sorry about the long wait, as well. New Years, you know. Crazy family time for all.  


Fun Fact for the day:

Apparently, a cubic foot of water weighs somewhere around sixty pounds. Suigetsu is 5'10 and 125 lbs. 

In other words, either water influenced by chakra is really, really light (unlikely, considering how many people use it as a weapon_)_, Suigetsu's _hollow_ (which would actually kind of make sense, considering his tendency to fall apart when hit), or Kishimoto can't do math. It's probably the third one, since that has the most precedence. _All_ of the ninja in Naruto are oddly light like that. Kakashi is a fully-grown man edging into six feet who can punch holes in trees and he apparently weighs less than 150 lbs (67.5 kg, if your not using the backasswards American system). That's _weird_. 

Now, you know the drill. Leave a review if you liked the chapter and are feeling inspired. Favorite the story if you want others to read it. Follow it if you want to as well.  


Thanks for your support.  
Serendipity, out.


	6. Interlude

Interlude One

The forest was a quiet place.

It was a kind of expectant silence: the silence that lies in wait, hidden in a dark corner. The silence that other's stumble upon.

A silence that denoted _significance_. A silence whose significance is always realized too late.

So while a brook babbled and birds chirped and the leaves of the trees whispered to each other in the wind, there was nevertheless a silence.

The silence, however, soon began to retreat.

It started with a simple sound. Grass, being crushed underfoot. The muted squeak of sandals gripping to moss. The slow, nearly silent pattern of breathing.

A boy, dressed in a loose fitting blue kimono into which was tucked a strange flute-like instrument, stepped onto the low bank around the brook.

He stood there for a moment, taking in the stream. A single bright brown eye scanned across the trees, flitting from one to another. His long, shaggy hair hid the other. It was just as brown.

He looked rather bored.

One of his hands involuntarily twitched as he finally found what he was looking for. A kunai, stuck fast in the bark of a tree, with four lines on its side.

"There it is." He muttered to himself. He reached down, and pulled the instrument from his kimono. Bringing it up, he pressed his lips to it and blew.

A bubble, ephemeral and quivering, emerged from the other end. It floated into the air, bobbing in front of the boy. He bent forward, his lips inches from it.

He whispered, his voice soft. "Hotaru. Come meet me."

The bubble floated up into the sky, away from the oppressive silence. The boy in the blue kimono watched it go for a second, an unsure look on his face, before looking back at the kunai.

He sighed, and leapt from his side of the brook to the other. Landing smoothly, he ambled forward. He reached the tree, and grasped the kunai in one hand.

He yanked it free.

For a moment, the silence grew more oppressive than ever… and then it vanished entirely.

At the same time, there was both a puff of smoke, a splash, and five men appeared around the boy in the same moment. One formed from beads of mist caught in the grass. Another showered from the tree above. One strode out of the river, as if he'd been there all along. Yet another stepped out of the tree, where the kunai had been planted, melting away from the wood.

The last was simply there, when he hadn't been before. The boy's visible eye widened slightly. The man had moved so fast he had barely noticed his arrival.

The three men who had formed of water all were wearing masks, along with the one who had stepped out of the tree. All of their masks were uniformly white, with four lines on the forehead, but each had a unique marking.

One had a green curve under each eye slit. Coloring cut another diagonally: half white, and half yellow. The third had particularly slanted eyes, and red, wave-like decoration along the bottom. The fourth was simple: merely two slashes of dark blue, moving from the temple past the eyes.

The last man, the one who had appeared without warning, wore no mask. He looked to be in his late thirties, and had a craggy face, dark eyes, and a neatly trimmed goatee. A straight scar ran across his left eye, from underneath his hitai-ate nearly to his mouth.

He spoke, his voice hard, but not demanding. "Utakata," he said. The men in masks stood completely still, tensing.

The boy in the blue kimono, Utakata, nodded. "Tsuguri," he said, somehow making the sharp name rolling and blunt.

"Are you ready to come with us? Back to Kirigakure?"

"In a moment," he said, his features once more set in a bored expression.

Tsuguri, the man without a mask, the leader of the group of hunter-nin, raised an eyebrow. His scar twisted in a manner that Utakata found mildly fascinating.

"A moment?" he asked.

Utakata nodded. "I'm waiting for someone." His voice was flat, but there was a hint of something warm in it; appreciation, perhaps.

The scarred man was silent for a moment. He didn't stare at the boy in the blue kimono, but he didn't take his eyes off of him either.

"Someone?"

Utakata's mouth curved up into a small smile. "My apprentice," he said.

Tsuguri made a thoughtful noise. "That girl?"

The boy paused for a moment, before nodding. "Yes."

"I thought you didn't want to be her master," the other ninja prodded.

"I changed my mind," Utakata drawled.

"Any particular reason?"

Utakata turned away from him, looking out into the forest, and also presenting his back. It was a trusting gesture.

"Yes." He did not elaborate, and Tsuguri did not press further.

They waited in silence for a moment, before the hunter-nin spoke once more. "You aren't as angry today."

Utakata turned back to him and gave a wry smile. "You noticed?"

"It would be hard not to."

The boy in the blue kimono shrugged. "My mind wasn't the only thing that changed since our last meeting."

"So I see," the man with the goatee said. He smiled. "I really am glad, you know."

"For what?" Utakata asked, puzzled.

"That you have decided to return. Your presence in the village will do much to stabilize it. You don't realize the uncertainty losing our last Jinchūriki inflicted upon the people of Kiri. At first, we feared you had been taken."

"Taken?" Utakata asked again. The way Tsuguri had said it; he made it sound more like a curse than a statement.

"Jinchūriki have been vanishing, you know. The other villages try to hide it, but there aren't many left. Only Kumo's and Konoha's are still active," Tsuguri said.

"Hmm." Utakata made a noise that somehow managed to scream non-commitment. A moment later, the other hunter-nin stiffened, and there was a shout.

"Master!"

A girl, the same age as Utakata, with flowing blonde hair and teal eyes, burst out of the forest. There was a bubble, floating in front of her. She had been following it.

"Hotaru," Utakata sighed. "Please don't call me that."

"Oh, sorry master. I forgot. Are we going now?" She paused, taking in the masked men surrounding the boy in the kimono. "With them?"

Utakata kneaded his head with his hands, but underneath it he was smiling. "Yes, Hotaru. We're headed for the Village Hidden in the Mist. I'll be training you there."

"Great!" Tsuguri silently wondered how this girl could be so enthusiastic about traveling with men who only a couple days earlier had held her hostage.

Utakata turned to him. It was an unspoken signal. Tsuguri nodded in response, and the masked men took the trees, vanishing in a moment. Tsuguri himself turned, and begun walking north.

Utakata looked back at Hotaru, smiled, and then followed the scarred man.

Hotaru grinned, lighting up the whole forest even as twilight fell upon ii, and ran after him.

###

Not chapter six, I know. Sorry about that if you were looking forward to it.

As you can see, Itachi's health has already changed far more than what is obvious. Utakata, the container of the Rokubi, was never captured by Pain (who was busy getting shown up by Hinata). This is just the first ripple.

More are to come.

Serendipity, out.  



	7. Returned

Not Sick Ch 6

Recovery: Part 1

Sasuke walked through the tiled halls. It was unnaturally quiet. There were no other midnight travelers, and his footsteps made no noise: it had been a long time since Sasuke had accidently made noise while moving. Now, he needed to think about it to make sure people knew he was coming .

And today, he saw no need to.

Assassins were supposed to be silent, after all.

He approached a door at the end of the long corridor. It was simple: thick and wooden, just like every other door in this place. There was no dramatic engravings, no _gravity_ to it, to mark what lay beyond.

Rasping sounded from behind the door: weary, pain filled breathes, each sounding like it could be the last.

Sasuke raised his hand, his fingertips sparking with lightning. A surge of his will, and the lightning extended, flying forward and through the door.

He heard a muffled intake of breath, and a solid sounding thump. Stepping forward, his katana flashed from its sheath at his back: the door was cut to pieces in an instant, falling to the floor of the chamber in dozens of tiny chunks of wood.

He passed under the frame, keeping his hand extended, the lightning steady. His katana, he kept rested on his shoulder: a sign of carefully controlled carelessness.

What he found on the other side was precisely what he had expected. Orochimaru, withered and hunched, sitting in his bed, his hands pinned to each other by the lightning that had run through them both.

The Sannin hissed, though he didn't seem surprised. "As I expected, it's come down to this." He did his best to seem like he was ignoring his hands, but there was far too much sweat running from his stringy, false-looking hair to effectively pull off the deception.

Sasuke smirked. "Hn. There's nothing more you have to teach me, Orochimaru. Now, I will show you my dedication. You will finally see how heartless I can truly be."

Orochimaru smirked back, his features trembling. "Even heartless, you will never be able to defeat Itachi as you are, Sasuke. There is still much you could learn from me."

"Wrong." Sasuke began his inexorable walk forward: the lightning pushed against Orochimaru's hands, and the man's eyes widened. Struggling, he forced the pierced extremities to the side of his body. Sasuke's shaped chakra moved forward with him, and eventually buried itself in the slatted wooden wall.

"I'm stronger than you now, Orochimaru; far stronger than you realise. At this point, I see no reason to go along with this farce any longer. You won't be getting my body. In fact, you won't be getting _any_ other bodies. Today, I end you."

He drew closer, getting to within striking distance of the Sannin. The man stared up at him. The snake-like vertical pupils in his eyes were quivering. The lightning blade had pushed his hand back into the wall, uncomfortably twisting his torso.

"You see, Orochimaru, I'm an avenger. It is my destiny to avenge my clan; but it is not just my clan that I care to avenge. A man who roots around in the bodies of others, who discards human lives like so many broken tools, who desperately attempts to gain the province of those greater than him… a disgusting man like you has given me many, many people to avenge in my time here. And now, all those voices who cried out for justice in you prisons and pits... I will answer them!" Sasuke said, his voice growing steadily more agitated. He bent close to Orochimaru, the man rendered helpless by his trapped hands and infirm body.

He stared into the Sannin's eyes, his Sharingan whirling. "These are your last breaths. I suggest you spend them wisely." His voice was calm again, but the Sharingan told a different story.

Orochimaru stared back, naked fear plain in his dull yellow eyes. He took a shuddering breath. But instead of speaking, he merely slowly blinked.

When the eyes opened again, they were flat and lifeless. There was no fear: just a silent, chilling menace.

And then the man spoke.

"Sasuke. You truly have failed."

Sasuke froze. That was not Orochimaru's voice. Orochimaru's voice was weak and raspy, its foundations shattered by years of brutal experiments. It had long ago surrendered humanity. This voice was strong. This voice was healthy, and utterly calm.

This voice belonged to Itachi Uchiha.

"Did you truly believe, foolish little brother, that you would triumph so easily?" Even as Sasuke watched, Orochimaru's eyes _changed_. The dull yellow fled, replaced by a steady, creeping red, which rapidly overtook the eye. The pupil shrank, becoming a solitary black orb. And three tomoe, dark and unmoving, spun into existence around it.

Sasuke staggered back, the lightning blade sinking into his hand. Orochimaru, speaking in Itachi's voice and seeing with Itachi's eyes, stared at him, expressionless.

"That you could win without hate as your sole weapon?" The pale face, cracked and matted with sweat, rendered pale and semi-translucent by infirmity and illness, sloughed off. Beneath, Itachi's aristocratic features became apparent.

Sasuke's brother stepped from the shell of Sasuke's former teacher, his eyes red and disappointed.

"I told you to hate me, Sasuke. I told you to gain the power of the Mangekyō Sharingan. And you defied me. Are you truly so ignorant? Did you think I spoke lies?" Now, it was Sasuke who was retreating, and Itachi who was steadily walking towards him.

Sasuke's throat was frozen with fear. How could he be here?

_'Genjutsu!'_

"Kai!" He yelled in a hoarse voice, bringing his hands together. Itachi didn't slow, and the world didn't shatter away.

This was no genjutsu.

"I have never told you anything but the truth, Sasuke." Itachi continued speaking.

Sasuke threw himself forward, aiming his sword for Itachi's chest, and the man effortlessly knocked it aside with the flat of his hand, before striking out in the same manner. Sasuke spun back, his cheek stinging, tasting blood in his mouth.

"I did not lie to you when I told you why I killed our parents." Sasuke pulled three kunai from a pouch on his hip and flung them at his brother. The older Uchiha didn't look away from Sasuke's eyes: both his hands came up, catching two of the kunai by their wrapped handles completely without effort, and he tilted his head mere inches to the side to allow the third one to fly past his face, ruffling his hair.

"I did not lie to you when I told you should have worked on your aim." He flung both the kunai he had caught, making them collide in the air and sending them flashing towards Sasuke's forehead and gut.

Sasuke brought his katana up and deflected both of the kunai in a single fluid sweep, the sound of ringing steel unusually loud. There was a fraction of a fraction of a second that the sword interposed itself across his vision. In that time, Itachi vanished.

"And I did not lie to you when I said I would train you another day."

Sasuke turned, and his brother's fist filled his vision.

There was a flash of impact, and Sasuke's head rang as he fell back, blood running from his nose. He hit the ground and threw himself into a roll, gaining distance. When he came to his feet, Itachi was gone again.

Sasuke spun about, his sword unsheathed and lightning crackling in his hand. He was no longer in Orochimaru's lair. Now, he was home.

Crows, their feathers pitch black and their eyes red, roosted on every inch of furniture. The dresser, the table, the mantelpieces; the kitchen table was covered in them.

As were the bodies of his parents, rotten and cold, that were seated at it. Crows perched upon their shoulders, digging their talons into his father's broad shoulders and his mother's dirty black hair.

"_This_ is your training!" The voice came from behind him, and Sasuke instinctively ducked. A tanto flew over his head and decapitated his father's body. The man's head hit the table with a thunk, and the crows flocked to it.

Desperately trying to ignore the sound of tearing flesh as the birds devoured his father's head, Sasuke spun about. Itachi still eluded him: he couldn't see his older brother anywhere.

"You were gifted such magnificent eyes, Sasuke!" The voice came again, and with it, a fūma shuriken. Sasuke leapt to the side, crashing into the wall, and the enormous spinning star buried itself in his mother's body, tipping over the chair she was seated in and sending both crashing to the floor. The crows clustered around it, abandoning what was left of Sasuke's father's head: Fugaku Uchiha stared at his son, his empty sockets full of accusation.

Sasuke stared back, numb.

Itachi burst from the wall behind Sasuke, his arm wrapping around the younger Uchiha's throat and yanking him back flush against the wood. Sasuke struggled, his legs kicking, but the hold was too firm.

The crows abandoned his parent's bodies and took to the air, massing before him. Gradually, they began to form a familiar shape.

"Eyes that you have not _earned_." Itachi appeared in front of him, his form born from the crow's own. The body under the cloak rustled, but the face was all too real.

"You did not have the hate to kill your closest friend, Sasuke. And for that, you have failed." He sounded almost disappointed.

"I have more than enough hate!" Sasuke roared, lashing out at the man in front of him. He couldn't reach: his vision was going hazy, the pressure of the other Itachi's arms pressed against his neck filling his head with white noise.

"Really?" Itachi said. "If that's the case-" Itachi gestured, and Naruto Uzumaki burst through the wall behind him. The blond charged Itachi, and the Uchiha placidly turned to face him.

"Sasuke!" Naruto yelled, and pushed a Rasengan forward, burying it in Itachi's chest. The man burst into a flock of crows, and the Uzumaki was left stumbling forward, his technique still going.

It ground into Sasuke's chest, pressing him against the wall with unbelievable force and stealing away the skin of his torso, before Itachi dropped from the roof and slammed Naruto to the ground.

Sasuke hacked up blood, and looked down at the dobe. The blond was squirming, trying to punch, stab, kick, do _anything_ to the man atop him, but Itachi had him securely pinned.

"Then here is your chance." Itachi finished, and the one behind Sasuke released him. The younger Uchiha stumbled forward, lightning covering his hand once more. He stared down at Naruto who looked up at him, snarling. Itachi watched them both with glacial eyes.

"Sasuke! Come on! What are you doing? Get him off me!" Naruto yelled, his voice grating. Sasuke bent down, pressing his hand forward. "He's right there! You don't need to be stronger than him anymore! Together, we can beat him!"

"No." Sasuke mumbled, dragging his eyes back up to Itachi. "You're right, Naruto. I don't need to get stronger." The chidori flashed forward, and stabbed deep into Itachi's throat. "I'm already more than strong enough!" Blood spilled out, covering Sasuke's hands and splashing into Naruto's hair. It was warm, and slippery. Sasuke's hand made a horrible sucking noise at he withdrew it from his brother's throat.

Itachi fell back, and Naruto rose to his feet. "Wrong again." He said.

Suddenly, it was _Itachi_ standing before him, and _Naruto_ on the floor, gasping and struggling, his hands pressed against the emptiness that should have been his throat. His eyes, blue and fading, locked on Sasuke's for a moment, and his whole body stilled. Impossibly, even with his trachea vaporized, he spoke, his voice betrayal itself.

"Sa…su…ke." And then he fell back, his eyes closing, and the blood stopped pumping from his throat. Sasuke stared, his mind flooded with a feeling he couldn't possibly begin to identify.

Itachi slammed him against the wall, one arm pressed against his neck. The other one held the kunai that was stuck deep into his stomach. The wound burned.

Sasuke coughed up more blood, splattering Itachi's face: the older Uchiha didn't flinch.

"Always a failure. Never quite good enough." The man said quietly, his Sharingan slowly warping, the tomoe disappearing and being replaced by horrible black sickles. Sasuke stiffened at the sight of the hated eyes. "You couldn't stop me. You could _never_ stop me. You couldn't save your friends. You couldn't save our family." He bent in closer, sounding disgusted. "You couldn't even save _yourself_."

Sasuke went slack, the weight of Itachi's words crushing him. His brother continued, relentless.

"No, you don't deserve those eyes, Sasuke. Their power belongs to someone who will be able to _use _it, and that person is certainly not you." Itachi released the kunai, leaving it in Sasuke's stomach, and the hand came up, shaped like a claw and pressing against Sasuke's face. He could see nothing but it.

"Itachi! Wait!" Sasuke shouted. His brother ignored him.

"Now, Sasuke: _give me your eyes_." And the hand pressed in.

"Itachi! Nii-san! Stop! Stop!"

There was a terrible burning pain, the sound of something deep within his head ripping, and Sasuke screamed.

The world went dark.

He didn't wake up.

###

Tsunade Senju, the Godaime Hokage of the Village Hidden in the Leaves, the only female among the Densetsu no Sannin, and the Strongest Woman Alive, considered the papers in front of her.

She'd been staring at it for nearly fifteen minutes, and she still couldn't wrap her head around the import of it.

It didn't help that half the people mentioned in the mission reports were now in the hospital.

Two S-rank missions in one week; one retrieval, and one recon.

The first: a multi-team effort, comprised of five of the most experienced young ninja that Konoha had to offer, two of its elite jōnin, and the Kyuubi Jinchūriki.

The second: carried out alone, deep in enemy territory, by perhaps the single deadliest man left in the Village Hidden in the Leaves after the death of the Sandaime Hokage.

Both successes, though neither had accomplished their primary objectives.

The Uchiha Retrieval mission: a failure on the surface. Itachi Uchiha had escaped to pursue the Hidden Leaf's Jinchūriki once more: except not, because according to that Jinchūriki himself, the man had had ample opportunity to capture him and had chosen not to. Indeed, Itachi Uchiha had _assisted _the team chasing him in repelling the _leader of Akatsuki, _the very man that was the goal of the second mission.

Helping his pursuers was a confusing change of pace for an S-Rank criminal, but not necessarily an unwelcome one. And consequently, the Uchiha Retrieval mission had succeeded in a fashion after all: Sasuke Uchiha, absent from Konoha for three years, had finally been returned to it.

Battered and hypnotized into unconsciousness, and missing his eyes, but returned nonetheless.

The second mission had come far closer to being a complete failure. Jiraiya of the Sannin, the Toad Sage of Mount Myōboko, had barely returned from Amegakure, the village that had been the subject of his reconnaissance. Tsunade still didn't know what had happened there. Only that Jiraiya had come back covered in severe burns and scrapes, a hole in his leg, missing his left arm, and that when she had seen him as he was dragged into the hospital, she had been more enraged she had ever been in her life.

Tsunade ignored the twinge in her chest and focused on the files once more.

The Retrieval Mission had encountered eight missing or foreign ninja, ranging from A-to-S-Rank.

Itachi Uchiha, who, after seemingly being killed by a single, invisible jutsu, had assisted the Leaf team against the leader of Akatsuki. In addition, his psyche profile was going to need updating: the genocidal Uchiha apparently wished for world peace, and did _not _want his brother dead.

Sasuke Uchiha, who had been unconscious for the duration of the team's interactions with him, waking only briefly to be removed from the area by Itachi.

Juugo, no last name, who even now was comfortably ensconced in the most secure wing of the hospital, guarding Sasuke Uchiha; attempts to move him had gone… poorly, and so Tsunade had determined that so long as the large man stayed by the unconscious Uchiha, he would be permitted to remain in the village.

Karin, no last name known, who had not been encountered again after the destruction of the Uchiha settlement and much of the surrounding area: however, Juugo had claimed that she had been heading somewhere soon afterwards to meet Itachi Uchiha. Where, and for what purpose, he did not know.

Suigetsu Hozuki, who had apparently been accompanying Karin when she left. He, Karin, and Juugo had formed "Team Hebi", which Sasuke had formed from several of Orochimaru's experiments, with the goal of taking down his brother.

Kisame Hoshigaki, who had departed before the hostilities had begun, returned after they had ended, and then left again in the company of Itachi.

Orochimaru: the strangest encounter, considering that it had been reported that Sasuke had killed him. However, Itachi had corrected that apparent discrepancy: he himself had removed Orochimaru from Sasuke's curse seal (rendering it harmless in the process) and then killed Tsunade's old teammate himself.

And finally, and the most worrisome, a man that had simply identified himself as Pain; a man who had controlled five other bodies simultaneously, and who possessed the legendary Rinnegan, the eyes of the Rikudō Sennin himself. A man who had singlehandedly engaged Itachi Uchiha, the Konoha Retrieval Teams, _and_ Team Hebi, and would have emerged victorious if not for the surprise interference of Itachi after the man had seemingly exhausted himself fighting the other parties.

A man whose apparent goal was to bring peace to the ninja world through the destruction of innumerable lives, by forging the Bijuu into a weapon capable of leveling whole nations.

If these were not official after-action reports, then Tsunade would not have believed them. This was the kind of story you heard in a poorly plotted book, not from some of your most trusted shinobi.

But she'd heard it straight from the source, and if she knew one thing about a world that was rapidly getting more complicated, it was that Naruto Uzumaki couldn't lie to save his life.

###

Sakura Haruno snickered. The snickering soon developed into a muted chuckle, and Sakura brought her hand up in an attempt to slow it.

It was in vain. A second later, she burst into true, real laughter, her entire body shaking with it. She just couldn't stop, despite the flare of pain in her ribs every time she took in another breath.

Naruto Uzumaki stared at her, his face the very picture of despair and desperation.

"Only you, Naruto." She managed to say, almost choking on her words as the laughter threatened to overwhelm her again. She winced as a particularly sharp spike of pain shot through her ribs. "This would only be a problem for you."

"Come on, Sakura!" He said, his face twisting. " "I don't know what to do! I mean-" He twisted his head around, as if he was looking for eavesdroppers and then bent in, whispering. "What the hell_ do_ I do? I've never even- I mean- I can't-!"

Sakura's laughter gradually dropped off, and except for the errant chuckle, she was serous once more. "Why do you think _I _would know, Naruto? This is your problem. Go discuss it with her: I'm not going to help. You'll have to figure this stuff out _eventually_."

"Can't eventually be in, like, a couple years?" Naruto asked, desperate.

Sakura shrugged. "Apparently not. Which reminds me: have you visited Jiraiya yet?"

When the tracking team had arrived back in the village, they had not presented a pretty picture. Two days moving at high speed through the thick forests of Fire Country, with every single one of their members either exhausted of their chakra or somewhat seriously injured, had left them a rather pathetic spectacle when they'd finally reached the gates of Konoha. The next couple hours had been a bizarre mix of urgent and incredibly dull: debriefings, arguments over where to put Sasuke Uchiha, visits to the hospital, bed rest… it had seemed surreal that only forty-eight hours earlier, they had all been in the toughest fight of their lives.

Naruto had been discharged from the hospital the day after he'd arrived. Despite the muttering of the various medic-nin responsible for treating him that pervasive cellular damage across the entirety of one's body wasn't supposed to heal in three days, let alone without treatment, the blond had been let out anyway. There was no reason for him to stay any longer: aside from a nasty case of boredom, there was nothing physically wrong with the Uzumaki.

However, despite being discharged, Naruto still hadn't left the hospital. Too many of his friends were still there. Sakura, Kiba, Shino, and Hinata were still in residence, despite Sakura's excellent field treatment. It would be sheer idiocy to let any of the ninja who had been seriously injured fighting against the leader of Akatsuki simply wander the streets of Konoha. The pace they had set to get back hadn't helped matters: Naruto knew that Kiba, at least, had popped a rib or two out of place as they returned to Konoha.

So, Naruto had spent the last few hours visiting his friends, with two notable exceptions. The first was Sasuke Uchiha, who still hadn't woken from whatever his brother had done to him, and besides that was being guarded by both a contingent of ANBU Black Ops and Juugo, who had stuck by the Uchiha for the entire time Naruto had known him.

The second was Hinata Hyuuga, and that was because Naruto was terrified of talking to her.

"Stop trying to change the subject, Sakura! That perv hasn't woken up yet: he's probably too busy having weird dreams."

Naruto hid it better than most thought him capable, but the relief he felt whenever he realised that Jiraiya was _alive_, that Pain had _lied_, was the best sensation he'd ever had. If Iruka Umino was Naruto's older brother, than Jiraiya was the closest thing Naruto had ever had to a grandfather. If he had lost him…

Naruto shivered, and redirected his attention back to Sakura, who was trying not to laugh again. He wished she wouldn't do that. This was serious business.

"I can't help you, Naruto." She said. "It wouldn't be fair. And maybe he's awake by now? You really should go check, if you aren't going to-"

"No! No, I'm going to! I mean," Naruto rubbed the back of his head, doing his best to grin but only looking sick, "-what kinda guy would I be if I didn't?"

He backed out the room slowly as Sakura stared at him. "But, uh, you might be right. I'm gonna go see if Ero-sennin is up yet!" And with that, he was gone, and Sakura was left alone in her room.

She turned to look out the window. It was a beautiful day in Konoha. The sun was shining bright, and the streets flocked with people going about their daily business. She spotted a man dressed in all black, probably an ANBU messenger, jumping across a nearby rooftop.

She sighed, thinking of her just-departed teammate.

"Idiot." She muttered, not really meaning it.

Sakura didn't know what to think anymore. The last few days had been so… _busy_.

Itachi Uchiha had stolen Sasuke's eyes, and then given _his own_ to Sakura, who of course had handed them over to Tsunade as soon as possible. She didn't know what the Hokage would do with them, but after spending two days carrying them around in a jar, she would be happy to never see them again.

She and her friends had fought the leader of Akatsuki, and had nearly defeated him. Sakura herself had even landed a solid hit on him. But in the end, if it hadn't been for Itachi, then they would all be dead. Pain would have taken Naruto, and enacted his crazy plan to bring peace to the world.

Sasuke had been brought back to the village. Naruto had finally done what he'd promised to do three years ago. Sakura wished that she could just be happy that Sasuke was back, but she knew better: now that the Uchiha had returned, it was only going to get more complicated. She just wished she could _talk_ to him. She didn't know what to expect out of that conversation, but she desperately wanted it anyway.

And apparently, Hinata loved Naruto. Sakura had known about the girl's crush (honestly, who hadn't?) but she hadn't thought her affection had gone that far.

The thought brought a smile to Sakura's face. Whatever the next few days brought, she was assured one thing: watching Naruto try to figure _that _out was going to be the most hilarious thing she'd seen in her life.

Plus, she doubted Naruto would be asking her out again anytime soon.

Sakura lay back. The sooner she was healed, the sooner she could leave. And the sooner she could leave, the sooner she could see her parents (though she _really_ wasn't looking forward to that conversation), and Sasuke.

She closed her eyes.

###

Jiraiya opened his eyes.

Light was spilled across his face, bright sunlight. Not in Amegakure anymore, then. There was little sunlight to be had there. He looked to his left, and confirmed it: Konoha, vibrant and colorful, sprawled out beyond his window.

He turned his head, looking back up towards the ceiling. Pale... something. That color that could only be found in a hospital that couldn't decide whether it wanted to be white or dim yellow. Idly, he wondered why his pillow was so scratchy. He was one of the Densetsu no Sannin; didn't he deserve a more confortable place to rest his head?

Like that girl back in Amegakure. The one with the cow necklace. _She _would certainly have been comfortable to rest on.

What had been her name?

He couldn't remember. He'd kidnapped her husband, and he couldn't even do her the courtesy of remembering her name.

Huh.

He turned to look back out at Konoha. It had been a long time since he'd been in one of the village's medical facilities. In fact, he couldn't remember the last time he'd been forced to go to one. He hadn't been seriously injured since Naruto had punched a hole in his sternum all those months ago.

Though, he considered, looking down at where his left arm should have been, that streak had come to an end.

Ah well. Even if all of him hadn't made it back, at least he'd _made it back_. If he had died there, with Yahiko… his knowledge would have died with him. Pain would have become near impossible to stop. And…

Wait. Naruto.

Oh no.

_Oh no_.

His head was clearing. Now, the room seemed starkly white, and the throbbing where his arm should have been became persistent and violent. Jiraiya tried to throw himself from the bed, but he was too weak. It turned into a halfhearted flop that twisted his covers about his body and carried him half off the bed. He slid to the floor, his whole body protesting every motion. He wasn't even close to fully healed.

Pain had gone after Naruto. His student might be in Pain's possession even now. There was no time to lose. He was probably already too late. How long had he been unconscious? It could have been days. Naruto might already be-

Oh god. He'd failed again. Tsunade, Orochimaru, Nagato, Yahiko, Konan, Hiruzen, Minato… and now Naruto too.

How pathetic. He hadn't even managed to die alongside them.

"Hey, Pervy Sage! You're awake! What're you-"

Jiraiya's head snapped up. Naruto had just walked into his room. He was looking down at him, obviously confused. He wasn't bandaged; all of his limbs were attached. He looked perfectly fine.

"Naruto?" His voice was too high pitched. How was he here?

"Uh, yeah? You okay, Jiraiya-sensei? You look a little out of it."

Jiraiya stared. He couldn't comprehend what he was seeing. "Naruto. You… you're okay?"

This did not help Naruto's confusion. "Well, yeah. Why wouldn't I be? And why are you out of bed? You land on your head or something?"

Jiraiya laid his head back on the floor. It was not any more comfortable than his pillow had been. "I thought… what happened? Didn't Pain-"

"Oh yeah!" Naruto snapped his fingers. "You fought him too, right? He said something about that." He rubbed the back of his head. "Nah, I'm fine. A couple people got pretty messed up, though. Kakashi-sensei still hasn't woken up: he used a lot of chakra. And Hinata-"

He shook his head. "Eh, the point is, everyone's fine. And you too! That bastard didn't get a single one of us!"

_'Genjutsu?'_ Jiraiya considered: this seemed too good to be true. Perhaps he'd been captured after all? He doubted it. He distinctly remembered Gamatate's reverse teleport from Myōboko; arriving at the gates of Konoha. Being a smartass to the chūnin on duty, if only to relish the look on their faces before he'd fallen unconscious.

And if 'Madara Uchiha' had access to a genjutsu with the complexity of the Tsukuyomi, or something like it, he would have had ample opportunity to place it before Jiraiya had escaped…

Wait. No, that was muddled thinking. There was no way he'd be able to tell if he were trapped in something like that. How was he going to-

"Hey!" Naruto lightly kicked him in the side, not nearly hard enough to actually hurt, but certainly enough to get his attention. "You're freaking me out, Ero-sennin. Get off the floor!"

He looked up at his student. If this was a genjutsu, there was nothing he could do about it; best to play along for now, then.

"You fought Pain?" He asked.

"Yeah!" Naruto said. "It was pretty intense, but everyone turned out okay! But he, uh…" he paused, looking disturbed. "He said you were dead. So I mean, when I got back here, and you were already in the hospital…" He rubbed the back of his head again. Jiraiya really needed to make sure that Naruto got control of that habit. It was too distinctive: if Tsunade ever saw fit to send the blond on an infiltration mission (though god knows _why_ she would) it would give him away to anyone familiar with him.

"I guess I'm just really glad you're here." He finished, looking uncomfortable. "I mean, you weren't waking up, so…"

"Okay." Jiraiya was starting to get a handle on the situation. He pulled himself from the floor, untangling his blankets. The hospital garb he was wearing barely fit him. He couldn't put any weight on his right leg. "Okay." He said again. "You fought Pain. And you're here? How?"

Naruto grinned. "Oh come on, Ero-sennin! Have a little faith in your student! He was pretty tough, but-"

"No." Jiraiya's voice cut off Naruto's like a brick dropped on a cockroach. "I believe in you Naruto. You know I do. But Pain… he was on a completely different level. Even with backup, there's no way you could have beaten him."

Naruto's smile faded away a little, but he still looked happy. Jiraiya wondered why. "Yeah. You're right. He had me beat. Hinata too."

Jiraiya wondered what the shy Hyuuga girl had to do with this.

"But… Itachi Uchiha saved us."

Okay. This definitely wasn't a genjutsu. No way any half-decent illusion would have something so _weird _in it.

"What." Was what Jiraiya said out loud.

_'So _that _was what he meant. I can't believe it.'_ Was what he thought to himself.

"Yeah. I couldn't really believe it at first either. But he showed up and chased Pain off. The guy only had three bodies left by that point, and Itachi killed one of them. And then he did something to the other one, I think it was a genjutsu, and after a minute he just left." Naruto gave Jiraiya a strange half-smile, something that looked just a bit too subtle for his face. "You'll never guess what he did next, though."

"Oh yeah?" Jiraiya didn't think so. After the last couple minutes, nothing could surprise him anymore.

"He gave us his eyes."

Well. Jiraiya had been dead wrong. He just stared down at Naruto as he slowly sat down on his hospital bed. His leg jolted in agony, but he ignored it.

"He-"

"Yep." Naruto confirmed Jiraiya's unvoiced question. "Took them right out, and handed them over to Sakura. Then he left."

Jiraiya finished sitting down. He was glad about that: he was pretty sure he would have fallen over otherwise.

"…Huh." He said. He couldn't really think of anything else that would cover how he felt.

"Naruto?"

"Yeah?"

"Go get Tsunade, will you? I think we gotta talk about some things. Tell her I'm ready to deliver my report."

###

When Naruto led Tsunade into his master's hospital room, he expected some sort of tearful reunion. While Jiraiya had never really explained to him the intricacies of his relationship with the Godaime, they _were_ teammates. To Naruto, that guaranteed relief, at the very least. He knew that if Sakura had been hurt the way Jiraiya had, he would have jumped her the moment he was let into her room, injuries be damned.

That was not what happened.

"Disobedient idiot!" The imposing blonde woman yelled as she strode into the room. Her face was twisted in a truly terrifying frown. Naruto, at her side, froze: he knew exactly what that expression meant. "Didn't I tell you not to die? And now look at you!"

Tsunade sounded genuinely furious. Naruto began to consider a tactical retreat. A plan that evaporated when he saw Jiraiya's reaction: the other Sannin just stared up at his teammate, a wide grin splitting his face. If anything, _he _was the one who looked relieved.

"But Tsunade-hime, I didn't! Look! I'm fine!" Jiraiya attempted to pound his chest with his left arm: the stump that cut off above where his elbow should have been flailed for a moment, and then stilled. Jiraiya glared at it, betrayal clear on his face.

"Well," he amended, "mostly fine. It could have been much worse." His grin began to shrink. It faded entirely as Tsunade took another step forward, murder on her face.

"Don't you _dare_." She hissed. "Don't you _dare_ joke about this, Jiraiya. You nearly _died_. Even after you got back, you were already so- the shock alone-" She choked on her words, biting her lip hard enough to draw blood. "I… god… I _bet that you wouldn't make it back_. So don't… don't…"

Jiraiya's face softened. He sagged. Whether in relief, or something else, Naruto couldn't possibly tell. "You really were worried about me."

"Of course I was!" Tsunade snapped. "How could I not be? You were my teammate, and I just _sent you off to die-_"

"But I didn't." Jiraiya's voice was strong, and his eyes were hard. It cut through Tsunade's own, and the room was silent for a moment.

"Look." He said, in the same tone. Naruto stared. He almost never saw his master this serious. "We can discuss this later. But right now, I've just returned from an _extremely_ informative recon mission. I learned things there that _everyone_ here-" he glanced meaningfully at Naruto, who unconsciously straightened, "-should know."

Tsunade glared at him, before her eyes lost some of their hardness. She sighed, the most pained sound that Naruto had ever heard her make, and said, in a voice that somehow explicitly promised future beatings while still retaining some trace of understanding, "Very well, then. Jiraiya, report."

The Sannin's face went grim.

"I entered Amegakure without being detected. It hasn't changed much from when we were there last, hime. Still rainy, still miserable." He paused, an indecipherable expression on his face. "But the people… the people are much happier, now."

"Really?" Naruto interrupted. Tsunade glared, but didn't snap at him: inwardly, she was asking the same question. "Why? What changed?"

"Pain." Jiraiya said.

"What?!"

Jiraiya nodded, looking thoughtful. "Pain is the man who rules the Hidden Rain Village now. He deposed Hanzō long ago: how long exactly, I wasn't able to find out, but most of the younger chūnin had never served under anyone else. Hanzō was just a memory."

"How could they be happy with a guy like that in charge? He's a maniac! There's no way!" Naruto gritted his teeth.

Jiraiya shrugged. "In many ways, Naruto, Hanzō was worse. Under him, Ame no Kuni was the battleground that the Hidden Leaf and Stone fought on during the Second and Third Great Wars. Ame may have been an ally of Iwa, but that didn't change the fact that the civilian casualties were horrendous. Pain took over sometime after the wars, and since then there has been peace. The village regards him as a god."

"That's crazy." Naruto said flatly. "A guy like that, being a god…" He shook his head in disbelief. Jiraiya watched him, seeing if he would say more. When it became clear he wasn't going to, the sage continued.

"At any rate, I infiltrated the village, and interrogated some unlucky chūnin. I got most of my information from them. One of them, I sent back to the village."

Tsunade nodded. The intelligence division had been pleasantly surprised when a toad had popped up in nearby pond and spit out an unconscious Rain ninja the day before. Even now, Inoichi Yamanaka was preparing for a session with the man.

"The other, I used as a disguise."

"How'd you do that, Ero-Sennin?" Naruto asked, his face eager. Tsunade turned to him, her brow twitching.

"Naruto." She said, unnaturally calm. The blond instantly took notice. "Shut up, or leave."

Naruto shut up.

Jiraiya watched, trying not to chuckle: he was pretty sure that Tsunade would be after him next. After a moment, he began speaking again.

"Soon after I was discovered." Tsunade stiffened: for her, this was where the story became truly interesting.

"By a woman. 'The Angel', the villagers called her. I knew her by another name, though. Konan."

"I know that name." Tsunade said, her lip twisting.

Jiraiya nodded, his face somber. "Yeah. Do you remember those orphans? The three we encountered just after Hanzō had let us go? They approached us after the battle, asking if we were shinobi. They took our bread."

Realization dawned on Tsunade's. "She gave me a flower." She muttered, before refocusing on Jiraiya. "That little girl? With blue hair? _She _is this 'Angel' of Amegakure?"

"Yes. And the others were there as well. Well," Jiraiya corrected himself, "Yahiko was. I didn't see Nagato anywhere: but the fact that Pain possesses the Rinnegan cannot be a coincidence."

Naruto, having gone a whole minute without talking, finally burst. "He was your student, right?" Tsunade, despite, her earlier threat, ignored him. She was too busy pondering the ramifications of Jiraiya's former students being _worshipped _by Amegakure.

Jiraiya turned his head towards him. "And how could you possibly know that?" Suspicion was too strong a word to describe his tone. But it was close.

"He told me. While we were fighting. He called you 'Jiraiya-sensei'. That was when he said you were dead."

Jiraiya chuckled. "Well, I don't blame him for thinking that. He did tear my arm off. But I'll get there in a moment. Right now, I need to tell hime about Pain." Naruto grit his teeth, but remained quiet.

Tsunade cut in. "Naruto has already told me a lot."

"Oh?" Jiraiya cocked his head. "What do you have so far? I'll fill in anything that's missing."

Tsunade glanced at Naruto for a moment. He took this as his cue.

"Pain isn't just one guy. He has six bodies, and they all have the same weird eyes; Itachi called it the Rinnegan. But-"

"The bodies aren't the same." Jiraiya completed the sentence.

Naruto grinned. "Right. I only really fought two of them, but they used totally different styles. One of them absorbed chakra, and the other had some sort of invisible blast, or wave. It was like… pulses, I guess. And they both used these weird black rods as weapons. They were really sharp; and _cold_."

"I fought one who could absorb chakra." Jiraiya confirmed. "He was shorter than the others, right? Two big spikes in his cheeks? More under his lips?"

Naruto nodded, and Jiraiya continued. "But none of the Pains I engaged had any sort of power like the second one you described. What did he look like?"

"Uh… he had three things through his nose, and two in his lips… and lots in his ears. Spiky hair, too. Kinda like mine, actually." Naruto unconsciously rubbed his head.

Jiraiya slowly closed his eyes. "I thought so," he said. Regret weighed down his words. "That was Yahiko."

"So he's Pain?" Tsunade asked.

"That," Jiraiya said, "is where is gets confusing." He paused for a moment, collecting his thoughts. "In Amegakure, I engaged three of the Pains. I managed to defeat them, and I thought that was the end of it."

He gestured to his missing arm with a bitter smile. "That was how this happened. I let my guard down for a second, and another one blindsided me. Even in Sage Mode, I barely knew what hit me."

Tsunade hissed under her breath. She had only seen her teammate use that technique twice before, but she knew how incredibly dangerous a person became once they mastered natural energy. The idea of an opponent who could catch Jiraiya completely off guard while he was utilizing it was frightening; Pain really was a dangerous threat.

Jiraiya pretended that he hadn't heard the noise; Naruto didn't understand it.

"Hey, what's Sage Mode Ero-sennin? That sounds pretty cool." Naruto allowed himself a moment of thought, and his eyes widened. "Hey wait, is that why you're called-"

"Not now, Naruto. We'll talk about it later, okay?"

Naruto kept his mouth open for a moment, and then closed it. He shrugged. "'Kay." He hadn't really expected an explanation right away. "But hey, you're definitely gonna tell me. No way Baa-chan'll let you out of the hospital right now: you're stuck here. You can't just run off."

Jiraiya smirked. "Sure. Tell yourself that, kid. Hope it makes you feel better. Maybe in-"

Tsunade's snarl silenced him, along with the intense glare. "Over my dead body will you be leaving this place anytime soon, idiot. You better get ready for a long stay."

Both Jiraiya and Naruto involuntarily shivered.

"Uh… _anyway_, that's when I found out that Pain had six bodies, not just the three. Definitely an unpleasant surprise. And with one arm, well…"

There was an awkward silence. Tsunade just closed her eyes and bit her lip once more, while Naruto stared at the floor, his fists clenched.

'_I would have died,' _hung unspoken in the air.

"So." Jiraiya said, trying to dispel the atmosphere. "One of those new bodies was the one you described, Naruto: a man who was certainly Yahiko. However," Jiraiya frowned, "when I asked if he was actually Yahiko, he only said that Yahiko had been dead for a long time." He grinned. "Very cryptic. I'll have to put something like that in my next book."

Tsunade ignored Jiraiya's aside. "But if Yahiko is dead, then who is Pain? And how did you escape?"

Jiraiya's grin vanished. "I have a theory about Pain's true identity. All of the bodies both Naruto and I encountered shared Nagato's eyes. The Rinnegan. I don't see how someone could have fabricated five more pairs of Rinnegan without there being even rumors about such research, so it stands to reason that Nagato has, in fact, found some way of spreading the power of the Rinnegan to others."

"So Pain works for Nagato?" Tsunade said.

"No." Jiraiya shook his head. "I believe Pain _is_ Nagato."

Seeing the looks of confusion he was receiving, Jiraiya sighed and palmed his head with his remaining head.

"Okay, listen. I believe 'Pain', as Naruto and I encountered him, is some sort of strike-force, or elite unit, that Nagato uses. They're not actually individuals. They're more like puppets. And they're not chakra constructs. In fact, I think they may be-"

"Corpses." This time, it was Naruto completing Jiraiya's sentences. He frowned at the look he got from both of the Sannin. "What?"

"What makes you think _that_?" Tsunade said, disgust in her voice. She had heard of human bodies being used as living puppets before, but this was on a wholly different level.

"Since when do you use the word 'corpses'?" Jiraiya said with a bemused grin.

"Hey! It's not that fancy a word! C'mon Pervy Sage, I'm not that dumb!" Naruto yelled, before realizing what he'd just said. He went red. "Shut up!"

"I didn't say anything, Naruto." Jiraiya said with the same smile, before making a gesture that clearly said 'get on with it'.

Naruto huffed, before turning to Tsunade. "I took out one of Pain's bodies right before he took out _me_." Jiraiya perked up at the word 'me', but Naruto continued. "It was weird: it barely bled, and its skin felt… well, gross. Like a dead body's." He shrugged. "So I mean, is it that unlikely that this Nagato guy, if he's the real Pain, uses some sorta puppet jutsu or something to control them… it… himself?" He frowned. "Man, that's confusing."

"If so…" The Hokage considered. "That would be far beyond any sort of jutsu of that nature that I've ever heard of. Even the elders of the Sand Village need to be able to be near the puppets they're controlling. And Jiraiya, I doubt that this Nagato was following you around the whole time. You certainly would have noticed, right?"

The sage shrugged. "Almost definitely. But there's another problem."

"Oh?"

"Pain sees through all of the Rinnegan simultaneously: I confirmed that much, at least. So visually, Nagato wouldn't have to directly observe the fight. However, the issue of how he would imperceptibly channel chakra to them is still an odd one."

"Actually…" Tsunade put her hand to her chin, thinking deeply for a moment. "Hey, Naruto, you said they all used the same weapons? Black metal rods?"

"Yeah? But what's that got to-"

"Well," Tsunade said, "I know that we haven't started our investigation on the body you brought back, yet, Naruto. But I'd be willing to bet my hat that all those rods in his face aren't just for decoration."

"What do you mean, Baa-chan?" Naruto didn't see where this was going. Jiraiya did, but he kept quiet.

"Naruto, were you ever hit by one of those things? The rods?" Concentration scrunched up Tsunade's face dramatically; Jiraiya idly noted how adorable it made her nose look.

"Well, yeah, but-" Once more, Tsunade cut off Naruto's fumbling answer.

"Did it feel strange? Was there anything odd about the metal?" She was so close; she could feel it.

"Well, yeah, actually. It was really… _cold_.I got stabbed by one; it felt like it was filling me up with ice." The memory of the sensation made Naruto flinch. His hand unconsciously went to his stomach. It was throbbing, a ghostly pain.

Tsunade grinned. "That's it. It's those rods. Nagato must channel his chakra through them, somehow. _That's _how he directs Pain."

"Huh." Jiraiya sounded impressed. "I'd clap, but considering…" He shook his head, but he was smiling. "Okay. So we've figured out Pain. Doesn't really change the fact that he's still enormously dangerous, but it's something."

"Yeah. Makes that thing about Yahiko being dead for a long time make a lot more sense. Nagato must have used his body afterwards. That's… kind of messed up." Naruto looked disturbed by his own logic, as did both of the other people in the room.

"Hmm… so Nagato is definitely Pain, then. And we understand how he utilizes this bizarre puppet jutsu of his. But that doesn't explain how you managed to escape while so injured, Jiraiya. What happened after you lost your arm?" Tsunade had a look on her face somewhere between dread and dreadful curiosity. It was extremely odd.

Jiraiya took a deep breath, and told them.

###

Jiraiya took a deep breath, and winced. A bead of sweat ran down his jaw.

"What the hell are you!?" He shouted. Standing on the surface of the great lake that surrounded Amegakure, clutching his missing arm, with two toads fused to his shoulders, Jiraiya shouted all of his pain, confusion, heartbreak, and undeniable rage up at the six figures imperiously staring down at him.

"We are Pain, that's all." The lead body, the one that Jiraiya _knew _was Yahiko, narrowed his eyes, gaining a cruel aspect that Yahiko never had in life. We are _God_."

All six of the bodies tensed, ready to leap down upon the one-armed Sannin. Jiraiya coiled as well, preparing for a counterattack. Even with one arm, in Sage Mode he was still nothing to trifle with.

Both parties stopped cold as a bizarre sound filled the air. It sounded like a generator heating up, or water running over stones. But it was neither of those things. It was _wrong_, the kind of noise never meant to be produced in the natural world: high pitched and low, thrumming and monotone.

A ripple in reality formed, and a man in an Akatsuki cloak stepped out of it. He had a strange orange mask that seemed to spiral out from his right eye.

Jiraiya had no idea who he was.

"Ah." The man said in a darkly amused voice. "I'm not interrupting anything, am I?"

The man who was clearly Yahiko turned to face the man while the rest of Pain watched Jiraiya. The Sannin merely watched, confused. Who was this new arrival?

"Of a sorts. What is it, Madara?" The voice was no longer imperious, now it was almost deferential. Respectful. Pain was addressing the man with the clear air of a servant.

_'Madara!?' _Jiraiya stared. He could only think of one man with that name whom someone like Pain could possibly be subordinate to.

The implications frightened him. If _Madara Uchiha_ was in charge of the Akatsuki, the organization may have been more dangerous than anyone had suspected.

"I need your help, Pain." It wasn't a command; not that blunt. But it certainly wasn't a request: definitely the words of a commander. "Itachi Uchiha has betrayed me."

"Really? What a shame." Pain didn't seem anything other than sincere.

"It is. I regret that it has come to this, but it can't be helped. However, I have good news as well." Now, the masked man sounded almost gloating.

"Oh?"

"I have located the Nine-Tails."

Now, all but one of the bodies had turned to face Madara. Only one watched Jiraiya. "Out of his village? How far?"

"Less than seventy miles away. And almost completely undefended. Its only escort is two jōnin and a rather uninspiring tracking team. I have no doubt you could easily defeat them, despite the distance. Unless… is that Jiraiya of the Sannin?" The masked man peered down at the Toad Sage, who glared up at him.

"It is." There was nothing in that voice.

"Ah. What a reunion that must have been. He hasn't worn you out, has he?" Madara's tone, in the other hand, was clearly calculating.

"No." There was that pride that had infected the orange-haired man's voice since the beginning; that endless confidence.

"Good. I'll take care of him, then. Keep him here for a moment, will you? I'll be right back." The man said, stepping forward and taking hold of the shoulder of the first body that Jiraiya had encountered: the summoner. With a twisted noise, they both whirled out of existence.

Yahiko turned back to Jiraiya.

The man's eyes were narrowed. Despite the blood dripping from the stump of his arm, he looked more threatening than ever. "The Kyuubi, huh? You're going after Naruto, now?"

The man cocked his head. "Ah yes. Naruto Uzumaki. He is also your student, isn't he?"

The Sannin nodded, his teeth grit.

"Well, this should be interesting, then. Two disciples of the same master battling, however brief it will be. Tell me, how is his control over the Kyuubi?"

Jiraiya didn't answer. He just launched himself upward. None of the Pain's made a move, simply standing there as he alighted on the ledge.

"He'll beat you, Pain. I believe in him. He'll do what I couldn't manage." The toads on Jiraiya's shoulder shared a glance.

The man stared at him, five sets of unblinking eyes. "Actually… I don't think he will. I will capture the Nine-Tails, and craft my weapon." He smiled, a grim sight.

"I shall teach the world pain, and bring peace. You are lying, Jiraiya-sensei." He paused, and Yahiko stared up at the sky for a moment, an invisible signal, before refocusing on his former teacher.

"And you know it."

And before Jiraiya could respond, or fling himself forward, all of the Pains exploded in puffs of chakra-smoke, vanishing from Amegakure.

Jiraiya growled, his phantom arm throbbing. He stared forward, his remaining hand clenching.

"Jiraiya-boy, we've got to get out of here." The vivid green elder toad on Jiraiya's shoulder spoke in a strong rattling voice, his tone harsh. "This will probably be our only chance."

"I've got to get to Naruto." He murmured.

"Do you know where he is, hmm?" The other toad, this one dull purple, didn't couch her words. "I don't think so. You can't throw your life away here. I'll go back to Myōboko and prepare a reverse summoning."

"I wouldn't do that, Baa-san. If that masked guy comes back, Jiraiya-boy may need us. Jiraiya, you should summon Gamatate. We'll make sure he gets here quickly." That was the first toad again.

"You don't get it. I need to get to Naruto. I need to follow Pain." Jiraiya's voice didn't change, but he somehow still managed to sound _dangerous_.

"I'm afraid that won't be happening." The baritone behind him caused Jiraiya to spin about, splattering a small crescent of blood from his missing arm.

The masked man stood there, standing with his head cocked and his arms crossed. He'd appeared without a sound.

"Jiraiya of the Sannin. I'll admit, you could have been a real problem for my plans if you'd kept meddling. But now…" He shrugged. "Well, let's just say it seems you won't be."

"And what would those 'plans' be?" The white-haired man asked, invisibly tensing. Apparently, whatever transportation jutsu he was using was more versatile than it had first appeared: there had been no noise to mark his arrival this time.

The masked man chuckled. It almost made Jiraiya smile: if any chuckle could ever be described as evil, it was this one. It had been a long time since he'd gone up against someone with that certain… megalomania.

His apparent former student notwithstanding.

"Oh please. Give me some credit at least, Jiraiya. Do I really seem like the type to just explain my plans in detail to my opponents? I may as well just tell you how to defeat me." One of the man's hands came up over his mask.

"I wouldn't stop you," Jiraiya offered, chuckling along with the man.

Without any sort of warning, he sprung forward, an oversized Rasengan suddenly in his hand. The jutsu carved away the concrete in front of him, and engulfed the man in a wash of deadly chakra.

The chuckling didn't stop. Jiraiya's eyes widened as the man emerged from the back of Rasengan, his hand reaching forward. The ball of chakra cleared 'Madara' entirely, and then a gloved hand locked itself over Jiraiya's face.

He came to a sudden, and painfully jarring, stop.

"Well." The dark voice hadn't lost any of its amusement. "That was easier than I thought it would be."

A bizarre sensation covered the whole of Jiraiya's body. It felt like he was being sucked down a drain, or thrown in a washing machine. Everything twisted, and his vision began to go dark.

Fukasaku chose that moment to punch the masked man in the face.

Despite the elder toad's diminutive appearance, senjutsu was coursing through his veins, dramatically increasing his strength and durability: the tiny fist hit like a runaway train. There was a shattering sound, and the man rocketed back, reeling from the blow.

He hit a wall, and went through it. Not in an explosion of concrete: he simply passed through, like a ghost. Jiraiya was left standing stunned, shaking his head from side to side as he tried to shake off the unearthly sensation that for a moment, he'd been _somewhere else_.

Somewhere chilly.

"Thanks, Pops. I don't know what that jutsu was, but-"

"Nevermind about that that, you moron!" The shrill voice of Fukasaku's wife Shima ripped through Jiraiya's thanks. "Just get Gamatate! And then out of here! He's gonna be back!"

"Hey, don't rush him, Ma! We should find out who this guy is first. If that's all he's got, then-"

Fukasaku was interrupted by a truly ridiculous amount of unusually hot fire detonating the wall that the masked man had passed through, showering the spot where Jiraiya had been standing with molten chunks of concrete and smatterings of superheated rebar. Fortunately, he wasn't standing there anymore: the moment the wall had begun to deform, the Toad Sannin had dived to the left, off of the narrow ledge he and the man had been standing on, falling towards Amegakure's great lake.

Jiraiya landed, sinking minutely into the water to reduce the impact, before straightening up.

He heard someone behind him cough.

Jiraiya spun, and found the masked man coolly regarding him amidst a considerable amount of rubble, as well as two enormous brass pipes, both twisted out of shape. His spiraling mask, once immaculate, was now covered in cracks: chunks had fallen away from the left side, revealing another glaring Sharingan.

Jiraiya wondered why he had hidden away the second Sharingan.

"That," the man said conversationally, "was inconvenient. So those frogs aren't just decoration, then?"

"WHO YOU CALLING A FROG?!" Shima shrieked, and Jiraiya flinched.

"And they talk too. Wonderful. I have always wanted more screeching amphibians in my day."

If he hadn't known that it would have gotten him punched by two irate elders, than Jiraiya would probably have been laughing, despite the seriousness of the situation. So instead he suppressed the laughter, and tried to get some answers instead.

"Who are you?" He called, bringing his arm up in a defensive stance.

"Haven't you figured it out?" The man said. "You are Jiraiya, Konoha's most efficient spy. Surely the information you have is more than enough?"

Jiraiya shrugged, the toads on his shoulders bobbing with the motion. "Perhaps. But I'd prefer you to confirm my suspicions."

"Which are?"

The Sannin sighed. "That you are Madara Uchiha."

The man stared at him, both of his Sharingan spinning. "You are correct. I am Madara Uchiha."

"Well, you see, that's where I'm a little uncertain." Jiraiya grinned. The man had wandered into his trap.

The man stiffened. "What do you mean?"

"Well," Jiraiya said, "Madara was one of the deadliest shinobi the world has ever seen. And he took that title for two reasons: the first was his ruthlessness, and the second was his unstoppable Sharingan. Now, don't get me wrong, that intangibility you used was certainly tricky, but it's not really his _style_, you know? If I was going up against _him_, he probably would have smashed me with something big and flashy by now."

"Well, I am quite old now. Perhaps I've just shifted my focus to not getting hit." The man said, his eyes narrowing.

"Maybe." Jiraiya sounded unconvinced. "Or maybe you're just trying to cash in on a famous name to lend yourself a bit more credibility. Just who did you take those eyes from?"

"I assure you, these are my eyes." The man sounded dully furious.

"Really?" The Toad Sage's voice was more skeptical than one of Tsunade's debt collectors learning that the Legendary Sucker had the funds to pay. "Show me something impressive then, 'Madara'."

The man reached to his side and wrenched a jagged piece of rebar from the ruins that surrounded him, his grip imprinting his hand in the metal. "Against you? An old man with one arm? Don't make me laugh."

"Well, if you are who you say you are, you can hardly call me old, 'Madara'." Jiraiya smiled. "C'mon then. Let me show just what this 'old man' can do."

The masked man charged, his Sharingan spinning rapidly. Jiraiya shifted slightly, sliding one foot back, and then threw a low punch, aiming for the man's gut.

The clenched fist slid through the man's chest entirely, exiting from the top of his head. 'Madara' continued forward, moving through the Sannin. Jiraiya followed his fist into the air, breaking contact with the water. When the man finally finished passing through the sage, Jiraiya threw a kick backwards.

It passed through the cloaked man's shoulder, and a gloved hand came up towards the foot. A moment later, the foot came clear and the hand grasped it, making solid contact. Once more, the sage felt that strange _somewhere else_ sensation, and the world twisted.

The masked man hn'd, confident in his victory. The toads couldn't reach him from this angle.

Jiraiya grinned.

A shadow clone burst from beneath the water, its fist aimed for the man's groin.

The hand holding Jiraiya's foot suddenly lost its solidness, and the shadow clone sped up through the man's body, making contact the whole way. Meanwhile, the real Jiraiya landed with barely a ripple, the strange sensation gone. He leapt backwards, landing about twenty feet away.

The masked man spun back and stabbed the shadow clone in the lower back with the sharpened piece of rebar he had grabbed, dispelling it in a puff of smoke.

"Thought so. You can't be intangible _and_ use that sucking thing at the same time." Jiraiya gave an evil grin. "Not impressed, 'Madara'."

The man stared. "You," he bit out, "are far too annoying for your own good."

Jiraiya guffawed. "Well how did you think I survived this long?" He laughed. And then staggered, his vision shaking.

_'What?'_

"You _moron_." One of the toads on his shoulder hissed. He looked over to where his left arm should have been. It was no longer dripping blood.

That wasn't good.

The man in the mask, who definitely_ wasn't_ Madara Uchiha, watched attentively.

"You're weakened," he surmised. "Certainly not as unaffected by the battle with Pain as you've been trying to seem. This will be over soon."

Jiraiya snapped his head up, snarling. "Don't count on it."

He made to charge forward, gathering natural chakra for a crushing blow.

Fukasaku slapped him. Hard.

"What the _hell_ are you doing, Jiraiya?" No honorific; no pet name. The elder toad sounded _pissed_.

Jiraiya looked over, shocked. This allowed Shima to slap him as well, even harder. "Why are you still _here_, moron?!"

"Whuh?" Jiraiya couldn't understand what was going on. Why wouldn't he be here? Madara Uchiha was right there! This might be his only chance to-

Wait.

_Wait._

That wasn't Madara Uchiha. And… and Naruto… Pain was after Naruto! He had to… oh god, _why was he still here_?

The world sharpened, a blur that Jiraiya hadn't even noticed vanishing, and the masked man cocked his head. "Ah. You've broken the genjutsu. That's a shame."

"What did you do to me?" Jiraiya croaked. Everything felt weaker: his legs were trembling.

"Oh, hardly anything. I just assisted you a little, that's all."

"What?" Jiraiya staggered again, trying to keep his feet. The formerly defined world was starting to blur again. His limbs felt like they were made of lead; it was difficult to focus enough chakra to his feet to stay on the surface of the lake.

"Helped you along. Took your existing anger, and magnified it. Took your adrenal rush, and used it to banish your pain. Took your pride, the delusions of glory you felt at the idea of defeating Madara Uchiha, and blinded you with it. I had hoped you would simply fight until you dropped, but…" The Uchiha imposter shrugged.

"Bastard." Jiraiya hissed. He could feel it: despite the effects of Sage Mode, blood loss and shock were finally getting to him. Everything seemed sluggish.

'Madara' didn't respond. He just charged again, his rebar pole held before him like a lance.

Jiraiya tried to leap away, slowed by his failing body.

He wasn't fast enough. The pole punched through the meat of his thigh, scraping off the bone, and more blood splashed into the water.

He grunted, sounding more annoyed than pained, and kicked towards 'Madara's' head, tearing the pole from the masked man's hand. His foot went straight through, the man not even bothering to duck.

Jiraiya spun and landed, trying to keep his distance. His newly impaled leg impaired him: he staggered across the water, barely keeping his feet. 'Madara' slowly followed him, looking for an opening.

The man's hands sped through a simple set of signs, one that Jiraiya had seen dozens if not hundreds of times before. He knew what was coming next. For a second, his hand drifted to the pouch on his lower back, and his eyes widened as he felt a familiar weight there.

He'd almost forgotten about that scroll. A plan began to form in the Sannin's mind. "Shima." He said, his voice low. The purple elder looked at him, concern clear in his eyes, and he rapped the scroll twice.

For a moment, the toad's eyes widened, before her mouth became a severe line. She nodded.

The masked man observed the moment of communication, and brought one of his hands up to where his lips would be.

"Katon: Gōkakyū no Jutsu." 'Madara' sounded almost bored.

The enormous ball of fire, spitting superheated chakra in every direction, certainly wasn't. It seemed almost unformed, rough. Jiraiya distantly wondered if it was because the man's mouth was obscured.

The fireball roared over Jiraiya, flash frying him in a wash of shaped chakra and boiling steam. The toads on his shoulders popped, the intense heat and pressure destroying them in an instant.

The masked man watched, his head cocked, his eyes focusing. He paused for a moment, and then turned slowly, following something only he could see. His eye fell on a piece of inconspicuous rubble.

The rubble exploded in a puff of smoke. Jiraiya burst from the white cloud, his leg leaving a trail of blood across the water. It was clear he hadn't entirely cleared the fireball: his long white hair was scorched, and his forearm was smoking.

'Madara' began to slowly walk forward: his opponent was reaching the point of exhaustion, if such a messy kawarimi was all he could do. The next few seconds would decide the battle.

The Sannin turned and watched the man's approach, careful not to look into his eyes again. He reached down and pulled the rebar from his leg, wincing. More blood spurted across the lake's surface.

"Jiraiya!" Shima yelled.

'Madara' leapt forward, both hands extended. Jiraiya threw the rebar forward and dove down, underneath the water. The metal pole passed through the masked man and he landed where Jiraiya had been a moment before, both of his Sharingan scanning the murky water.

A moment later, he found what he was looking for. He jumped once more, thrusting his hand below the water.

###

He dragged Jiraiya up by the throat. Water and blood dripped from the man, and he looked extremely groggy.

"_Bastard._" He hissed again, and 'Madara' invisibly smirked.

"So I finally have you. I'll admit, I'm disappointed, Jiraiya."

Jiraiya glared at the masked man, his eyes foggy. "Naruto will stop you."

The man just laughed. "I doubt that. I imagine Pain is capturing him even now. It's over: after this, I'll send someone to claim the Hachibi and Rokubi, and this business will come to a close. Perhaps Sasuke? If Pain does bring him back, he would be the perfect catspaw."

He refocused on Jiraiya, watching as the man feebly squirmed. "No matter. It's time I ended this." Then, he noticed something.

"Where are the toads?"

The next moment seemed an hour long.

A white scroll interposed itself over Tobi's vision. It was plain, without ornamentation, with red frill on the sides. A tiny purple hand clutched one edge. There was a single symbol on it, surrounded by a ring.

Four lines. One long one, running in a slash from the top of the circle to the bottom. Another, branching off from the first about halfway down, forming something like an upside down Y. And two smaller dashes of ink, like commas, on either side of the top of the first slash.

Kanji. 'Fire'.

"Here. A gift from Itachi." Tobi heard Jiraiya's voice. It was no longer weary. Now, it was sharp: an unsheathed sword.

He attempted to use kamui.

He was too slow.

"_Burn_."

The world went an awful, flickering black.

Obito _screamed_.

He staggered back, releasing his hold on Jiraiya and allowing the Sannin to drop to the water. Distantly, he heard the puff of a summoning jutsu, but the sound didn't truly register in his mind.

He was much more focused on the feeling of his face melting.

He had thought that half of his body being crushed beneath unforgiving stone was the worst pain he would feel in his life. The pressure… his ribs snapping, his organs popping and being pushed to the side, one of his lungs unable to take air in, every breath feeling like another suffocation… he had been convinced, in the months it had taken for him to recover, that he would never feel another pain like that in his life.

He'd been proven dead wrong when he'd watched Kakashi put his lightning sheathed hand through Rin's chest. And now…

The Amaterasu was in his eyes. He could feel it. They were boiling away. The rest of his head was faring no better. He was already blind: the Sharingan was tough, but this was _Amaterasu_.

Only one possible thing to do: any other action would lead to his death.

_'Izanagi!'_

The world went grey, and then _snapped_.

He found himself standing thirty feet away from Jiraiya, where he had been before charging the man with his rebar pole. Half of his vision inexorably turned dark: he could feel his left eye closing, his control over it gone.

The Toad Sage blinked. "Huh. Didn't see that coming."

Obito shook his head. The phantom sensation of his eyes melting stayed with him. He settled for glaring at Jiraiya, wishing that his remaining eye was capable of casting the Amaterasu so he could pay the man back a hundred-fold.

The man ignored the hateful look, and just shrugged in response. "As much as I want to know _how the hell you did that_, I've already wasted far too much time here." He panted, out of breath even from just a short sentence.

Obito snarled. "You-"

Jiraiya gave a flippant gesture with his remaining hand. "See ya."

A small toad, plain and green, jumped from beneath the water, its mouth impossibly wide, and swallowed the man whole. Its momentum carried it slightly into the air, and then it vanished in a puff of smoke as it hit the water.

The man in the mask howled.

###

"From there, Gamatate took me to the gates of Konoha." Jiraiya gave a wry smile. "At that point, I'd already lost a lot of blood. Wasn't thinking straight. It seemed like a good idea to freak out the guys on duty at the time."

Tsunade stared. "That's quite the story, Jiraiya."

"I'll say!" Naruto, as usual, was quite enthusiastic. "You actually managed to hurt that weird mask guy, Pervy Sage? I couldn't even touch him!"

Jiraiya shrugged, trying and failing to look humble. "Oh, it was mostly luck. I was just lucky that I had the stasis scroll containing Itachi's Amaterasu on me."

"That does remind me," Tsunade said, rather sternly. "Why _did _you have that scroll on you?"

"Ah…" Jiraiya scratched his leg, wincing. "Well, you never know when something like a couple meters of Amaterasu will come in handy. I didn't think I'd end up using it on _someone_, though; or as a distraction to get away." He shrugged again. "But hey, it worked."

Tsunade palmed her face. "I'd prefer you tell me when you bring something that dangerous into the village Jiraiya, sealed or not."

"Sorry hime," Jiraiya said, clearly unapologetic.

"Nevermind that, though. So, this masked man-"

"Tobi." Naruto suddenly said. Both of the Sannin looked at him. "Uh, I mean, that's his name. Tobi. Or at least that's what he called himself."

Tsunade clicked her tongue. "So this 'Tobi'… he claims to be Madara Uchiha?" Jiraiya nodded, and she continued. "And you're fairly sure he's not?"

"Well, he could be." Jiraiya said. "But I managed to get away from him with one arm, while going into shock, and did some serious damage in the bargain. So even if he is Madara, which I doubt, he's not nearly as powerful as the Madara Uchiha that went toe to toe with Hashirama all those years ago."

Tsunade nodded, a thoughtful expression on her face.

"I wonder who it could be, then. He claimed to be an Uchiha. If there are any that are unaccounted for…" She shrugged. "Well, we might be able to find someone who went missing in the last few years before the clan died. Doesn't really matter, though. We should focus more on the existing threat."

There was a moment of silence.

"What's their next move, you think?" Naruto asked. "Akatsuki, I mean. They didn't catch me, and I think Itachi hurt Pain pretty bad. So what're they doing next?"

"I don't know. Not right now, at least." Jiraiya turned to his student.

"Listen, Naruto. I need you to leave for a couple minutes, okay? Go visit your friends: I'm sure they're a couple you haven't seen yet, right?"

Naruto just looked confused. "Well, yeah but…" Realization slowly dawned on him. "Hey! You're not trying to get out of explaining what Sage Mode is to me, right? Ero-sennin, you swore!"

Jiraiya chuckled. "No, it's not that, Naruto. Tsunade and I just need to discuss something. Come back in like half an hour, and I'll give you all the answers you could ever want. Just get out of my hair for a minute, will you?"

Naruto shivered. He'd seen what Jiraiya could do with his hair. After a moment of consideration, he scrunched up his face. "Fine." He said. "But I'm holding you to that, Pervy Sage! When I get back-"

"Yeah, yeah, I shall reveal the incredible secrets of Sage Mode to you. Now, get out of here." Jiraiya waved him off.

Naruto harrumphed, and strode out of the room, internally sighing.

Now he didn't have any sort of excuse not to visit Hinata.

He took a deep breath, and took off down the hospital's corridors, heading for her room.

The Sannin watched him go, both noticing the invisible straitening of his spine. Tsunade wondered what it was about.

Jiraiya just grinned. He knew that tiny movement.

The void that Naruto left behind wasn't filled. Not immediately. For the moment, there was silence.

Jiraiya lay back, relaxing with a groan. Talking for so long had left him a little out of breath. His leg had begun to ache again, joining his missing arm.

Tsunade turned to look at him, her brow furrowed. She made as if to speak, before closing her mouth again.

Jiraiya simply waited.

"I thought that it was the last time." She finally managed to say.

"What was the last time?" Jiraiya said, looking out the window at the sunlit village.

"When… when you walked away. When you said goodbye. I thought… I really thought that it was your last goodbye." Tsunade's voice nearly cracked on the final word, before she managed to reassert her iron authority over it.

Jiraiya turned to look at her. "I came back, though." He sounded nothing but patient.

"I know that!" Tsunade snapped. "But Jiraiya, I couldn't… you just went off into the sunset, like some stupid character in one of your books, and all I could do was sit there and watch! I knew, _knew_, that you wouldn't come back. I don't know how. And I…"

She looked away from him suddenly, her hair whipped by the violent motion. "I couldn't do anything. I just let you go! Off on your next adventure, like any other time!"

She bit her lip again. Her fists clenched at her sides. "I hated it. I hated _myself_. I _swore_, after Naruto brought me back that I wouldn't be that helpless ever again, like I was with Dan. And then I just let you-" She cut herself off abruptly, looking terrified.

Jiraiya stared at her as her voice choked, and she blinked heavily, shaking. Her shoulders trembled.

His remaining hand came up, beckoning.

"Hime, come here." His voice was soft. Tsunade slowly walked to his side, barely managing to stay on her feet.

She reached his bed, and his hand sought out hers, gently taking it. Running his fingers over her palm, he reached up and took hold of her forearm, drawing her down. Tsunade stared at him, unresisting.

As she drew closer, Jiraiya's hand came up, caressing her chin and moving around the side of her neck. His hand came to rest there, the rough, warm palm against her neck. His thumb sat in the indentation right below her earlobe. She shivered.

Their faces were close now, only about a foot apart. Tsunade was transfixed. Jiraiya stared directly into her eyes, and spoke.

"Tsunade. I _swear_: I won't leave you again." His voice managed to sound both solemnly serious, and wryly humorous.

"That _was_ my last goodbye."

Tsunade gazed at him for a moment, her throat constricted. After a second, her head dropped, and she tried to chuckle. It barely managed to escape.

"You know…" she choked out, "I swore that if you came back, I wouldn't let you keep your cool anymore."

Jiraiya chuckled. "Seems I can't help it. But it's me, the Gallant Jiraiya. What did you expect?"

This time, Tsunade _did_ laugh. She bent forward, pulling her teammate into a close hug. Jiraiya's arm wrapped around her neck, securing her there.

They remained like that for a long time. Finally, Tsunade pulled back.

"So," she said, blinking away an errant tear, "what do we do now?"

Jiraiya grinned. "Oh, I have a couple ideas."

Tsunade looked at him in something like disbelief for a second, her lips twitching. He quirked an eyebrow.

The Hokage threw back her head, let out a real laugh again, and a dozen years fell from her face with it.

###

**AN: Obvious nightmare is obvious. Hopefully, still disturbing though.  
(By the way: I feel I should clarify. That first scene is not Itachi's doing, or some lingering effect of the Tsukuyomi. That was _all_ Sasuke's imagination/fevered dreams: I was trying to do my best to clarify his mental state without, you know, waking him up.)**

**This chapter was **_**not fun**_** to write, mostly because I had to watch Jiraiya's death two or three times in a row to get the setting and dialogue right. Which made me sad. Really, really sad, particularly since I had to write a scene with him and Tsunade **_**right after**_**. **

**At the same time, this chapter was **_**really fun**_** to write, because I got to catch Tobi's face on fire. And in a bizarre sort of symmetry, it was still Itachi's fault. **

**Anyway, I hoped you enjoyed it. Remember: follow if you want to keep reading, favorite if you want others to as well, and please, leave a review telling me what you thought. I can't tell you how happy that little email alert makes me.**

**Serendipity, out.  
**


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